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Shanghai Able Digital Science&Tech Co., Ltd. — Board/Management Information 2023
Dec 1, 2023
50757_rns_2023-12-01_e92714a9-2a8b-447f-87a8-36bf724e1716.pdf
Board/Management Information
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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(Incorporated in Bermuda with limited liability)
(Stock Code: 1205)
CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND CHANGE OF CHAIRMAN OF THE REMUNERATION COMMITTEE AND CHANGE OF MEMBER OF THE AUDIT COMMITTEE, THE NOMINATION COMMITTEE AND THE RISK MANAGEMENT COMMITTEE
RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR, CHAIRMAN OF THE REMUNERATION COMMITTEE, AND MEMBER OF THE AUDIT COMMITTEE, THE NOMINATION COMMITTEE AND THE RISK MANAGEMENT COMMITTEE
The board (the “ Board ”) of directors (the “ Director(s) ”) of CITIC Resources Holdings Limited (the “ Company ”) announces that, with effect from 5 p.m., 1 December 2023, Mr. Gao Pei Ji (“ Mr. Gao ”) has resigned from the following positions, due to voluntary retirement:
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(1) independent non-executive Director;
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(2) chairman of the remuneration committee of the Company (the “ Remuneration Committee ”); and
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(3) member of the audit committee of the Company (the “ Audit Committee ”), the nomination committee of the Company (the “ Nomination Committee ”) and the risk management committee of the Company (the “ Risk Management Committee ”).
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Mr. Gao has confirmed that he has no disagreement with the Board and there is no matter relating to his resignation that needs to be brought to the attention of the shareholders of the Company and The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”).
The Board would like to express its sincere gratitude to Mr. Gao for his valuable contribution to the Company during the tenure of his office.
APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR, CHAIRMAN OF THE REMUNERATION COMMITTEE, AND MEMBER OF THE AUDIT COMMITTEE, THE NOMINATION COMMITTEE AND THE RISK MANAGEMENT COMMITTEE
The Board also announces that, with effect from 5 p.m., 1 December 2023, Mr. Lu Dequan (“ Mr. Lu ”) has been appointed to the following positions:
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(1) independent non-executive Director;
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(2) chairman of the Remuneration Committee; and
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(3) member of the Audit Committee, the Nomination Committee and the Risk Management Committee.
The biographical details of Mr. Lu are set out below:
Mr. Lu Dequan, aged 64, holds a Senior Engineer Certificate from China Petrochemical Corporation (“ SINOPEC ”), a Qualified Foreign Trader Certificate from the Ministry of Foreign Economic Relations and Trade of the People’s Republic of China, and a Qualified Futures Trader Certificate from the China Securities Regulatory Commission. He holds a Bachelor’s Degree from Beijing University of Chemical Technology in Chemical Synthesis. From October 2008 to July 2020, Mr. Lu served as the vice president of Innovation Technology Limited and 3I Corporation Limited in Hong Kong and was in charge of the petrol chemical products and equipment business. He served as the vice president of China Petrochemical International Company Limited (中國石化國際事業有限公司) from July 2007 to April 2008, where he was in charge of chemicals and equipment import and export business. Prior to that, he worked at China International United Petroleum and Chemical Company Limited (“ UNIPEC* ”), a trading arm of SINOPEC, serving as the vice general manager and general manager at the Crude Oil Department of UNIPEC from January 1998 to July 2000, the managing director at the UK branch of UNIPEC from July 2000 to June 2006, and the vice president of UNIPEC from June 2006 to July 2007. During his employment at UNIPEC, Mr. Lu was mainly responsible for crude oil trading, shipping and finance derivative hedging businesses. Prior to working at UNIPEC, Mr. Lu held several positions in the subsidiaries of SINOPEC, including the general manager of oil department and the vice president of SINOPEC (Hong Kong) Limited from September 1991 to December 1997, where he was responsible for import, export and international trading of crude oil and oil products, crude oil processing, and hedging business. Mr. Lu has over 38 years’ experience in petrochemical and international trading business.
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The Company and Mr. Lu have entered into a letter of appointment in respect of the appointment of Mr. Lu as an independent non-executive Director. Mr. Lu has no fixed term of service with the Company but is subject to retirement and re-election at the next general meeting of the Company after his appointment becomes effective and, thereafter, to retirement by rotation and re-election at annual general meetings in accordance with the bye-laws of the Company.
Mr. Lu will be entitled to receive a director’s fee of HK$400,000 per annum, a fee for being a member of a Board committee of HK$30,000 per annum and a fee for being the chairman of a Board committee of HK$80,000 per annum. The fees are determined on the same basis as those paid by the Company to other independent non-executive Directors, Board committee members and chairmen of Board committees.
As at the date of this announcement, Mr. Lu is interested in 908,000 shares of the Company, representing approximately 0.01% of the total issued share capital of the Company as at the date of this announcement. Save as disclosed above, Mr. Lu does not have any interests or deemed interests in the shares, underlying shares or debentures of the Company or its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
Mr. Lu has confirmed that, save as disclosed above, (i) he has no other relationships with any Directors, senior management or substantial or controlling shareholders of the Company; (ii) he does not currently hold any other position with the Company or any of its subsidiaries; (iii) he has not held any directorship in any other Hong Kong or overseas listed public companies in the last three years; and (iv) there are no other matters relating to the aforesaid appointment that need to be brought to the attention of holders of securities of the Company, nor are there other information relating to the aforesaid appointment to be disclosed pursuant to any of the requirements of Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”).
Mr. Lu has confirmed that he meets the independence criteria as set out in Rule 3.13 of the Listing Rules.
By Order of the Board CITIC Resources Holdings Limited Hao Weibao Chairman
Hong Kong, 1 December 2023
As at the date hereof, Mr. Hao Weibao is an executive director of the Company, Mr. Chan Kin is a non-executive director of the Company; and Dr. Fan Ren Da, Anthony, Mr. Look Andrew and Mr. Lu Dequan are independent non-executive directors of the Company.
- for identification purposes only
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