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Sinopec Engineering Group Co Ltd. — Board/Management Information 2023
Mar 19, 2023
14896_rns_2023-03-19_cb158381-08a1-47d0-82e3-c6980bba33e9.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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中石化煉化工程(集團)股份有限公司 SINOPEC Engineering (Group) Co., Ltd.[*]
(a joint stock limited liability company incorporated in the People’s Republic of China)
(Stock Code: 2386)
PROPOSED APPOINTMENT OF A DIRECTOR AND A SUPERVISOR AND RESIGNATION OF A DIRECTOR AND A SUPERVISOR
The board of directors (the “ Board ”) of SINOPEC Engineering (Group) Co., Ltd. (the “ Company ”) hereby announces that:
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Mr. DUAN Xue (段雪) was proposed to be appointed as an independent nonexecutive director of the Company;
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Mr. HAN Weiguo (韓衛國 ) was proposed to be appointed as a nonrepresentative of the employees supervisor of the Company’s Supervisory Committee;
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The Board was recently notified by Mr. JIN Yong (金涌) of his resignation as an independent non-executive director, vice chairman of the strategy and development committee, as well as a member of the audit committee, nomination committee, remuneration committee and ESG committee; and
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The Supervisory Committee was recently notified by Mr. ZHOU Chengping (周 成平) of his resignation as a non-representative of the employees supervisor.
Proposed Appointment of a Director and a Supervisor
The Company held the tenth meeting (the “ Meeting ”) of the Fourth Session of the Board on 17 March 2023. The Board approved the proposed appointment of Mr. DUAN Xue as an independent director of the Company for a term commencing from the date of appointment and ending on the expiry of the term of the Fourth Session of the Board. The supervisory committee of the Company (the “ Supervisory Committee ”), on 17 March 2023, held the fourth meeting of the Fourth Session of the Supervisory Committee and approved the proposed appointment of Mr. HAN Weiguo as a nonrepresentative of the employees supervisor of the Company for a term commencing from the date of appointment and ending on the expiry of the term of the Fourth Session of the Supervisory Committee. Relevant proposals will be put forward at the annual general meeting of the Company for the year 2022 for shareholders’ consideration and approval. For details, please refer to the circular of the Company and the notice of the annual general meeting of the Company for the year 2022 both dated 19 March 2023.
- For identification purposes only
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The Company will enter into service contracts with Mr. DUAN Xue and Mr. HAN Weiguo respectively upon Mr. DUAN Xue’s proposed appointment as an independent non-executive director and Mr. HAN Weiguo’s proposed appointment as a supervisor being approved at the annual general meeting of the Company for the year 2022, for a term commencing from the date of appointment and ending on the expiry of the term of the Fourth Session of the Board and the Fourth Session of the Supervisory Committee. Mr. DUAN Xue and Mr. HAN Weiguo will receive remuneration for serving as an independent non-executive director or a supervisor of the Company under their service contracts, which will be determined in accordance with the relevant laws and regulations of the People’s Republic of China and the relevant measures on remuneration of the Company. Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”), the Company will disclose in its annual report the remuneration received by Mr. DUAN Xue and Mr. HAN Weiguo from the Company during the relevant reporting period.
Biographical details of Mr. DUAN Xue and Mr. HAN Weiguo are set out below:
Mr. DUAN Xue, aged 66, is currently an academician of the Chinese Academy of Sciences, a researcher and doctoral supervisor of Beijing University of Chemical Technology, Executive Deputy Director of the Academic Committee of the National Key Laboratory of Chemical Resources Efficient Utilization, Vice President of China Federation of Petroleum and Chemical Industry, and standing member of Chemical Society of China. Mr. DUAN Xue was an assistant professor at Beijing Institute of Chemical Technology from September 1985 to January 1990 and an associate professor at Beijing Institute of Chemical Technology from January 1990 to January 1993. He has been a researcher at Beijing University of Chemical Technology since January 1993 and was elected an academician of the Chinese Academy of Sciences in 2007.
Mr. HAN Weiguo, aged 54, is an executive director of Sinopec Luoyang Engineering Co., Ltd. (中石化洛陽工程有限公司) and Sinopec Guangzhou Engineering Co., Ltd. (中石化廣州工程有限公司). Mr. HAN is a senior engineer with a Master’s degree. From August 1993 to May 2016, he worked at Sinopec Group Luoyang Petrochemical Engineering Corporation (中國石化集團洛陽石油化工工程公司) and Sinopec Luoyang Engineering Co., Ltd. (中石化洛陽工程有限公司). From May 2016 to May 2020, he served as the deputy general manager of Sinopec Luoyang Engineering Co., Ltd. (中 石化洛陽工程有限公司) and Sinopec Guangzhou Engineering Co., Ltd. (中石化廣 州工程有限公司). From May 2020 to March 2023, he served as the general manager of Sinopec Luoyang Engineering Co., Ltd. (中石化洛陽工程有限公司) and Sinopec Guangzhou Engineering Co., Ltd. (中石化廣州工程有限公司). He has been an executive director of Sinopec Luoyang Engineering Co., Ltd. (中石化洛陽工程有限公 司) and Sinopec Guangzhou Engineering Co., Ltd. (中石化廣州工程有限公司) since March 2023.
As of the date of this announcement, save as disclosed in this announcement, Mr. DUAN Xue and Mr. HAN Weiguo did not serve as a director in other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the past three years. As at the date of this announcement, Mr. DUAN Xue and Mr. HAN Weiguo do not (i) hold any other positions with the Company or its subsidiaries, (ii) have any relationship with any director, supervisor, senior management or substantial or controlling shareholder of the Company (as defined under the Listing Rules), or (iii) have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong).
Save as disclosed in this announcement, the Board is not aware of any other matter in relation to the proposed appointment of Mr. DUAN Xue and Mr. HAN Weiguo as an independent director or a supervisor of the Company that needs to be brought to the attention of the Shareholders, or any other information that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.
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Resignation of Director
The Board of the Company hereby announces that the Board was recently notified by Mr. JIN Yong of his resignation as independent director of the Company, vice chairman of the strategy and development committee, member of the audit committee, member of the nomination committee, member of the remuneration committee and member of the ESG committee in consideration of his age, which shall take effect upon the election of a new independent director at the annual general meeting of the Company for the year 2022.
Mr. JIN Yong 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 (the “ Shareholders ”).
Mr. JIN Yong was diligent and responsible during his terms of office. The Company and the Board would like to take this opportunity to express gratitude to Mr. JIN Yong for his hard work and contribution to the Company.
Resignation of Supervisor
The Company hereby announces that the Supervisory Committee was recently notified by Mr. ZHOU Chengping of his resignation as a non-representative of the employees supervisor in consideration of his age. The resignation of Mr. ZHOU Chengping shall become effective when it was tendered to the Supervisory Committee.
Mr. ZHOU Chengping has confirmed that he has no disagreement with the Supervisory Committee and there is no matter relating to his resignation that needs to be brought to the attention of the Shareholders.
Mr. ZHOU Chengping was diligent and responsible during his terms as the Company’s non-representative of the employees supervisor. The Company and the Supervisory Committee would like to take this opportunity to express gratitude to Mr. ZHOU Chengping for his hard work and contribution to the Company.
By Order of the Board SINOPEC ENGINEERING (GROUP) CO., LTD. JIA Yiqun Chief Financial Officer, Secretary of the Board and Company Secretary
Beijing, the PRC 19 March 2023
As at the date of this announcement, the Directors of the Company are SUN Lili[#] , XIANG Wenwu[#] , WANG Zizong*, LI Chengfeng*, WU Wenxin*, JIANG Dejun[#] , HUI Chiu Chung, Stephen[+] , JIN Yong[+] and YE Zheng[+] .
# Executive Director
* Non-executive Director
+ Independent non-executive Director
This announcement is available on the website of Hong Kong Exchanges and Clearing Limited (www.hkex.com.hk) and on the website of the Company (www.segroup.cn).
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