Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Zhenro Services Group Limited Board/Management Information 2021

Dec 23, 2021

51096_rns_2021-12-23_df93e68c-1732-4835-b79c-e58d4cd9bd99.pdf

Board/Management Information

Open in viewer

Opens in your device viewer

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.

ZHENRO SERVICES GROUP LIMITED 正榮服務集團有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 6958)

CHANGE OF JOINT COMPANY SECRETARY AND PROCESS AGENT AND

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

CHANGE OF JOINT COMPANY SECRETARY AND PROCESS AGENT

The board (the “ Board ”) of directors (“ Directors ”) of Zhenro Services Group Limited (the “ Company ”) hereby announces that Mr. Lei Kin Keong (“ Mr. Lei ”) has tendered his resignation as (i) the joint company secretary of the Company (the “ Joint Company Secretary ”); and (ii) the authorized representative of the Company for the acceptance of service of process and notices on behalf of the Company in Hong Kong under Part 16 of the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) (the “ Process Agent ”) with effect from 24 December 2021.

Mr. Lei 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 Stock Exchange and the shareholders of the Company.

The Board is pleased to further announce that Ms. Lin Sio Ngo (練少娥) (“ Ms. Lin ”) has been appointed as one of the Joint Company Secretaries and Process Agent with effect from 24 December 2021. Mr. Wang Yi (王奕) (“ Mr. Wang ”) will continue to serve as the other Joint Company Secretary.

1

The biographical details of Mr. Wang and Ms. Lin are set out below:

Mr. Wang has over 15 years of experience in financial management, internal control and risk management, as well as audit related matters. From May 2005 to December 2012, Mr. Wang worked as regional financial controller at China United Travel Co., Ltd. (國旅聯合股份有限公 司), a company listed on the Shanghai Stock Exchange (stock code: 600358) during which he was mainly responsible for financial management, financial and auditing related matters. From December 2012 to August 2014, he served as financial manager of Qoros Automotive Co. Ltd. (觀 致汽車有限公司). From August 2014 to April 2016, Mr. Wang served as audit director at Dalian Wanda Group Co., Ltd. (大連萬達集團股份有限公司), a multinational conglomerate headquartered in Beijing, PRC. Mr. Wang joined Zhenro Properties Group Limited, a company listed on the Stock Exchange (stock code: 6158) in September 2016 and had held various senior management positions within its subsidiaries. From September 2016 to April 2017, he served as the chief financial officer of the finance department at Zhenro Properties Holdings Company Limited (正榮地產控股股份有 限公司) (“ Zhenro Properties Holdings ”). From April 2017 to December 2017, he served as the chief financial officer of Zhengzhou Zhenro Real Estate Development Co., Ltd. (鄭州正榮置業 發展有限公司). From December 2017 until immediately prior to joining the Company in August 2020, he served successively as deputy general manager and general manager of the finance department at Zhenro Properties Holdings. Mr. Wang was appointed as Joint Company Secretary on 7 August 2020.

Mr. Wang graduated from Nanjing Audit University in the PRC with a bachelor’s degree in management in 2002.

Ms. Lin is a manager of SWCS Corporate Services Group (Hong Kong) Limited with over 20 years of working experience in corporate secretarial and administration areas. Ms. Lin is an associate member of The Hong Kong Chartered Governance Institute (formerly The Hong Kong Institute of Chartered Secretaries) and The Chartered Governance Institute (formerly The Institute of Chartered Secretaries and Administrators).

Ms. Lin holds a degree of bachelor of business administration and a degree of master of corporate governance both from Hong Kong Metropolitan University (formerly The Open University of Hong Kong).

2

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

Reference is made to the appointment of Mr. Wang as one of the Joint Company Secretaries and the waiver (the “ Waiver ”) granted to the Company by the Stock Exchange from strict compliance with the requirements of Rules 3.28 and 8.17 of the Listing Rules in relation to the eligibility of Mr. Wang to act as the Joint Company Secretary for a period of three years from 7 August 2020 to 6 August 2023 (the “ Waiver Period ”), on the condition that Mr. Lei, who meets the requirements under Rules 3.28 and 8.17 of the Listing Rules, is engaged as the Joint Company Secretary and provides assistance to Mr. Wang to acquire the “relevant experience” within the meaning of Rule 3.28 of the Listing Rules and to discharge his duties as the Joint Company Secretary during the Waiver Period. The Waiver will be revoked immediately when Mr. Lei, during the Waiver Period, ceases to provide assistance to Mr. Wang.

The Company has applied to the Stock Exchange for, and the Stock Exchange has granted a new waiver (the “ New Waiver ”) to the Company from strict compliance with requirements under Rules 3.28 and 8.17 of the Listing Rules for a period from the date of appointment of Ms. Lin as the Joint Company Secretary (i.e. from 24 December 2021) to 6 August 2023 (i.e. the remaining period of the Wavier Period) (the “ New Waiver Period ”) in relation to the eligibility of Mr. Wang to act as a Joint Company Secretary. The New waiver is granted on the conditions that:

  • (i) Mr. Wang will be assisted by Ms. Lin during the New Waiver Period; and

  • (ii) the New Waiver could be revoked if there are material breaches of the Listing Rules by the Company.

Before the end of the New Waiver Period, the Company must demonstrate and seek the Stock Exchange’s confirmation that Mr. Wang, having had the benefit of Ms. Lin’s assistance during the New Waiver Period, has attained the relevant experience and is capable of discharging the functions of company secretary under Rule 3.28 of the Listing Rules such that a further waiver will not be necessary. The New Waiver applies to Ms. Lin’s appointment as the Joint Company Secretary only. The Stock Exchange may withdraw or change the New Waiver if the Company’s situation changes.

The Board would like to take this opportunity to express its gratitude to Mr. Lei for his valuable contribution to the Company during his tenure of service, and to welcome Ms. Lin on her new appointment.

By order of the Board Zhenro Services Group Limited Chairman of the Board Huang Xianzhi

Hong Kong, 23 December 2021

As of the date of this announcement, Mr. Lin Xiaotong and Mr. Kang Hong are the executive Directors; Mr. Huang Xianzhi and Mr. Chan Wai Kin are the non-executive Directors; and Mr. Ma Haiyue, Mr. Au Yeung Po Fung and Mr. Zhang Wei are the independent non-executive Directors.

3