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RoboSense Technology Co., Ltd — Board/Management Information 2003
Mar 28, 2003
50628_rns_2003-03-28_728c3e9f-5586-43de-bea0-a3b215709fac.pdf
Board/Management Information
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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
ANNOUNCEMENT ON RESOLUTIONS PASSED AT THE FIRST EXTRAORDINARY GENERAL MEETING OF 2003
The Board of Directors of the Company hereby confirms that there are no false representation or misleading statements contained in or material omission from this announcement and jointly and severally accept full responsibility for the truthfulness, accuracy and completeness of the contents herein contained.
Luoyang Glass Company Limited (the “Company”) held the first extraordinary general meeting of 2003 (the “EGM”) at the Conference Room of the Company on 4th Floor, Xigong District, Luoyang Municipal, Henan Province, the People’s Republic of China (the “PRC”) at 9:00 a.m. on 28 March 2003. There were 10 shareholders and proxies present at the EGM, representing 646,047,698 shares or approximately 92.29 per cent. of the total share capital of the Company. This was in compliance with the requirements of the Articles of Association of the Company. The meeting was presided by Mr. Liu Baoying, the Chairman of the Company. The following matters were considered and approved at the EGM:
By way of a special resolution:
The amendments to Articles of Association of the Company
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
By way of ordinary resolutions:
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The Rules of Procedures for Annual General Meeting of the Company (�� !"#$%); (Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
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The Rules of Procedures for the Board of Directors’ Meeting (�� !�"# ); (Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
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The Rules of Procedures for the Supervisory Committee’s Meeting (�� !�"#); (Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Madam Gu Meifeng
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Supervisor (democratically elected by the staff of the Company ): Mr. Cheng Rongfa
A biography of Mr. Cheng Rongfa is as follows:
Mr. Cheng Rongfa, 54, is the Deputy Secretary to the Party Committee of the Company. He joined the Luoyang Glass Group in 1986 and once acted as the director of the Propaganda Department of the Group. He has extensive experience in staff education, etc. He graduated from Luoyang University in 1987 and possesses post-secondary qualifications.
The above supervisors are appointed for a term of three years with effect from 28 March 2003.
The remunerations of newly appointed Directors; and
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
The remunerations of newly appointed Supervisors.
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
The EGM was attended and witnessed by Lu Honggui, a lawyer from Ya Tai Ren Law Firm of Henan, who presented a legal opinion concluding that the EGM was held, convened and voted in compliance with the relevant laws, regulations and the Articles of Association of the Company.
By order of the Board Wang Jie Secretary to the Board
Luoyang, 28 March 2003
Announcement on Resolution Passed at The Board Meeting
- The Work System for Independent Directors (�� !"#$%);
(Affirmative votes: 400,014,700 shares, representing 99.99% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 18,000 shares)
- The election of members of the 4th Board of Directors of the Company;
Mr. Liu Baoying
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Mr. Wang Yongxin
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Mr. Zhu Leibo
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Mr. Zhang Shaojie
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Mr. Zhu Liuxin
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Mr. Jiang Hong
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Mr. Wang Jie
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Mr. Dai Zhiliang
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Mr. Zhong Pengrong
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Mr. Xi Shengyang
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Mr. Dong Chao
(Affirmative votes: 400,014,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,032,998 shares; abstained vote: 0 share; dissenting vote: 0 share) The above directors are appointed for a term of three years with effect from 28 March 2003.
- The election of members (representatives of shareholders) of the 4th Supervisory Committee of the Company;
Mr. Tao Shanwu
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Madam Song Fei
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share) Madam Li Jingyi
(Affirmative votes: 400,032,700 shares, representing 100% of the total number of shares with voting rights; abstained from voting: 246,014,998 shares; abstained vote: 0 share; dissenting vote: 0 share)
Luoyang Glass Company Limited (the “Company”) held a meeting of the 4th Board of Directors at the Conference Room of the Company on 4th Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the People’s Republic of China at 11:00 a.m. on 28 March, 2003. Eleven of the eleven eligible directors attended the meeting. This was in compliance with the requirements of the Company Law and the Articles of Association of the Company. The meeting was presided by Mr. Liu Baoying, the Chairman of the Company. The following resolutions were considered and approved at the meeting:
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The election of Mr. Liu Baoying as chairman of the Company;
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The election of Mr. Wang Yongxin as vice-chairman of the Company;
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The appointment of Mr. Wang Yongxin as the general manager of the Company;
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The appointment of Mr. Zhang Shaojie as the deputy general manager( general affairs) of the Company; the appointments of Mr. Zhu Liuxin, Mr. Jiang Hong, and Mr. Wang Heping, as the deputy general managers of the Company; and the appointment of Mr. Gao Tianbao as the chief financial officer of the Company as nominated by Mr. Wang Yongxin, the deputy general manager of the Company ;
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The appointment of Mr. Wang Jie as secretary to the Board of the Company;
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According to Management Standards for Listed Companies (�� !"#$% ) issued by China Securities Regulatory Commission, the Board established the following special committees:
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(1) The Strategic Committee of the Board Consisting of: Mr. Liu Baoying, Mr. Wang Yongxin, Mr. Zhu Leibo, Mr. Zhang Shaojie, Mr. Zhu Liuxin, Mr. Jiang Hong, Mr. Dai Zhiliang, and Mr. Zhong Pengrong.
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The Chairman of the Committee: Mr. Liu Baoying
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(2) The Nomination Committee of the Board Consisting of: Mr. Liu Baoying, Mr. Wang Yongxin, Mr. Dai Zhiliang, Mr. Zhong Pengrong and Mr. Xi Shengyang.
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The Chairman of the Committee: Mr. Xi Shengyang
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(3) The Audit Committee of the Board Consisting of: Mr. Liu Baoying, Mr. Dong Chao and Mr. Xi Shengyang. The Chairman of the Committee: Mr. Dong Chao
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(4) The Remuneration and Review Committee of the Board Consisting of: Mr. Liu Baoying, Mr. Dai Zhiliang, and Mr. Xi Shengyang. The Chairman of the Committee: Mr. Dai Zhiliang
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The Board of Directors Luoyang Glass Company Limited
28 March 2003
Announcement on Resolution Passed at A Meeting of the 3rd Supervisory Committee
Luoyang Glass Company Limited (the “Company”) held a meeting of the 4th Supervisory Committee at the Conference Room of the Company on 4th Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the People’s Republic of China at 11:00 a.m. on 28 March 2003. Five of the five eligible supervisors attended the meeting. The meeting was presided by Mr. Tao Shanwu, the Chairman of the Supervisory Committee. The election of Mr. Tao Shanwu as the Chairman of the Supervisory Committee was approved at the meeting.
The Supervisory Committee
Luoyang Glass Company Limited
28 March 2003
Please also refer to the published version of this announcement in The Standard / Hong Kong Economic Times.