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.
錦州銀行股份有限公司
Bank of Jinzhou Co., Ltd.*
(a joint stock company incorporated in the People's Republic of China with limited liability)
(Stock code: 0416)
(Stock Code of Preference Shares: 4615)
- POLL RESULTS OF THE ANNUAL GENERAL MEETING, DOMESTIC SHAREHOLDERS' CLASS MEETING AND
H SHAREHOLDERS' CLASS MEETING
HELD ON 18 OCTOBER 2019; AND- ELECTION OF DIRECTORS AND SUPERVISORS
References are made to the notices of the AGM and the Class Meetings of Bank of Jinzhou Co., Ltd. (the "Bank") dated 3 September 2019, the supplemental notices of AGM and the Class Meetings of the Bank dated 8 October 2019 (collectively, the "Notices"), the circular of the Bank dated 8 September 2019 (the "Original Circular") and the supplemental circular of the Bank dated
8 October 2019 (the "Supplemental Circular"). Unless the context otherwise requires, capitalized terms used herein shall have the same meanings as those defined in the Supplemental Circular.
POLL RESULTS OF THE MEETINGS
The Board is pleased to announce that the AGM and the Class Meetings (collectively, the "Meetings") were held at the meeting room of 34th Floor, No. 68 Keji Road, Jinzhou City, Liaoning Province, the PRC on 18 October 2019 and the proposed resolutions set out in the Notices were duly passed by poll. The Meetings were held in accordance with the requirements of the Company Law of the PRC and the Articles of Association.
As at the date of the AGM, the issued shares of the Bank were 7,781,615,684 Shares (among which, 4,264,295,684 were Domestic Shares and 3,517,320,000 were H Shares), all of which entitled the holders to attend and vote for or against or abstain from voting on the resolutions put forward at the AGM. Shareholders holding an aggregate of 5,575,339,651 voting Shares, representing approximately 71.65% of the total number of issued Shares, attended the AGM either in person or by proxy.
As at the date of the Domestic Shareholders' Class Meeting, the total number of issued Domestic Shares were 4,264,295,684 shares, all of which entitled the holders to attend and vote for or against or abstain from voting on the resolutions put forward at the Domestic Shareholders' Class Meeting. Shareholders holding an aggregate of 2,755,365,630 voting Domestic Shares, representing approximately 64.61% of the total number of issued Domestic Shares, attended the Domestic Shareholders' Class Meeting either in person or by proxy.
1
As at the date of the H Shareholders' Class Meeting, the total number of issued H Shares were 3,517,320,000 shares, all of which entitled the holders to attend and vote for or against or abstain from voting on the resolutions put forward at the H Shareholders' Class Meeting. Shareholders holding an aggregate of 2,808,844,560 voting H Shares, representing approximately 79.86% of the total number of issued H Shares, attended the H Shareholders' Class Meeting either in person or by proxy.
No Shareholder was required to abstain from voting on any resolution put forward at the Meetings under the requirements of the Listing Rules. There were no Shares entitling the holders to attend the Meetings but abstain from voting in favour of any of resolution under Rule 13.40 of the Listing Rules. No Shareholder has stated the intention in the Notices, the Original Circular and the Supplemental Circular to vote against or to abstain from voting on any of resolution put forward at the Meetings. According to Article 73 of the Articles of Association, if the Shares pledged by the Shareholder exceeds 50% of Shares held by such Shareholder, such Shareholder's voting right on the general meeting and the voting rights of the Director nominated by such Shareholder on the Board meeting shall be restricted. The total number of the Shares subject to such restrictions amounted to 1,321,764,893 Shares. All the resolutions put forward at the Meetings were voted by way of poll. Computershare Hong Kong Investor Services Limited, the H share registrar of the Bank, acted as the scrutineer for vote-taking at the Meetings. Two Shareholders' representatives and one Supervisors' representative were also responsible for the vote-taking and vote-tabulation at the Meetings.
The poll results in respect of each resolution proposed at the AGM were as follows:
Ordinary Resolutions | Number of votes (%) | |||
For | Against | Abstain | ||
1. | To receive, consider and approve the annual report of the | 5,572,223,555 | 0 | 3,116,096 |
Bank for the financial year ended 31 December 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
2. | To receive, consider and approve the report of the board of | 5,572,223,555 | 0 | 3,116,096 |
directors of the Bank for the year ended 31 December 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
3. | To receive, consider and approve the report of the board of | 5,572,223,555 | 0 | 3,116,096 |
supervisors of the Bank for the year ended 31 December 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
4. | To receive, consider and approve the appraisal report on | 5,572,223,555 | 0 | 3,116,096 |
directors' performance of duties in 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
5. | To receive, consider and approve the appraisal report on | 5,572,223,555 | 0 | 3,116,096 |
supervisors' performance of duties in 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
6. | To receive, consider and approve the Bank's final financial | 5,557,223,555 | 15,000,000 | 3,116,096 |
accounts for the year ended 31 December 2018 and financial | (99.675067%) | (0.269042%) | (0.055891%) | |
budget plan for the year ending 31 December 2019; | ||||
7. | To consider and approve the Bank's profit distribution plan | 5,572,223,555 | 0 | 3,116,096 |
for the year ended 31 December 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
8. | To consider and approve the Bank's dividend distribution plan | 5,572,223,555 | 0 | 3,116,096 |
of the offshore preference shares for the year 2018; | (99.944109%) | (0.000000%) | (0.055891%) | |
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Ordinary Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
9. | To consider and approve the re-appointment of Crowe (HK) | 5,572,223,555 | 0 | 3,116,096 | |
CPA Limited as the Bank's domestic auditor and international | (99.944109%) | (0.000000%) | (0.055891%) | ||
auditor, until the next annual general meeting of the Bank | |||||
to be held in 2020, and to authorize the board of directors | |||||
of the Bank and its authorized person to determine their | |||||
remuneration; | |||||
9A. | To consider and approve the election of the sixth session of | ||||
the board of directors of the Bank: | |||||
(1) | To consider and approve the election of Mr. Wei Xuekun | 5,572,223,555 | 0 | 3,116,096 | |
as an executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(2) | To consider and approve the election of Mr. Guo | 5,572,223,555 | 0 | 3,116,096 | |
Wenfeng as an executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(3) | To consider and approve the election of Mr. Kang Jun as | 5,572,223,555 | 0 | 3,116,096 | |
an executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(4) | To consider and approve the election of Mr. Yang | 5,572,223,555 | 0 | 3,116,096 | |
Weihua as an executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(5) | To consider and approve the election of Mr. Yu Jun as | 5,572,223,555 | 0 | 3,116,096 | |
an executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(6) | To consider and approve the election of Mr. Zhao | 5,572,153,555 | 70,000 | 3,116,096 | |
Chuanxin as a non-executive director of the Bank; | (99.942854%) | (0.001255%) | (0.055891%) | ||
(7) | To consider and approve the election of Ms. Ning Jie as | 5,572,153,555 | 70,000 | 3,116,096 | |
a non-executive director of the Bank; | (99.942854%) | (0.001255%) | (0.055891%) | ||
(8) | To consider and approve the election of Ms. Gu Jihong | 5,572,153,555 | 70,000 | 3,116,096 | |
as a non-executive director of the Bank; | (99.942854%) | (0.001255%) | (0.055891%) | ||
(9) | To consider and approve the election of Mr. Lyu Fei as a | 5,572,153,555 | 70,000 | 3,116,096 | |
non-executive director of the Bank; | (99.942854%) | (0.001255%) | (0.055891%) | ||
(10) | To consider and approve the election of Mr. Luo Nan as | 5,572,153,555 | 70,000 | 3,116,096 | |
a non-executive director of the Bank; | (99.942854%) | (0.001255%) | (0.055891%) | ||
(11) | To consider and approve the election of Mr. Xiao Geng | 5,572,223,555 | 0 | 3,116,096 | |
as an independent non-executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(12) | To consider and approve the election of Mr. Xie Taifeng | 5,572,223,555 | 0 | 3,116,096 | |
as an independent non-executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) |
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Ordinary Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
(13) | To consider and approve the election of Mr. Wu Jun as | 5,572,223,555 | 0 | 3,116,096 | |
an independent non-executive director of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(14) | To consider and approve the election of Mr. Wang | 5,572,223,555 | 0 | 3,116,096 | |
Xiongyuan as an independent non-executive director of | (99.944109%) | (0.000000%) | (0.055891%) | ||
the Bank; | |||||
(15) | To consider and approve the election of Mr. Su | 5,572,223,555 | 0 | 3,116,096 | |
Mingzheng as an independent non-executive director of | (99.944109%) | (0.000000%) | (0.055891%) | ||
the Bank; | |||||
9B. | To consider and approve the election of the sixth session of | ||||
the supervisory committee of the Bank: | |||||
(1) | To consider and approve the election of Mr. Wu | 5,572,223,555 | 0 | 3,116,096 | |
Zhengkui as a shareholder representative supervisor of | (99.944109%) | (0.000000%) | (0.055891%) | ||
the Bank; | |||||
(2) | To consider and approve the election of Ms. Tang Fang | 5,572,223,555 | 0 | 3,116,096 | |
as a shareholder representative supervisor of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(3) | To consider and approve the election of Mr. Meng | 5,572,223,555 | 0 | 3,116,096 | |
Xuefeng as an external supervisor of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(4) | To consider and approve the election of Mr. Guo Limao | 5,572,223,555 | 0 | 3,116,096 | |
as an external supervisor of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
(5) | To consider and approve the election of Mr. Hu Guojie | 5,572,223,555 | 0 | 3,116,096 | |
as an external supervisor of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
9C. | To consider and approve the adoption of the authorization | 5,557,223,555 | 15,000,000 | 3,116,096 | |
plans for write-offs of bad debts; | (99.675067%) | (0.269042%) | (0.055891%) | ||
Special Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
10. | To consider and approve the proposal on the proposed | 5,572,223,555 | 0 | 3,116,096 | |
amendments to the rules for the equity management; | (99.944109%) | (0.000000%) | (0.055891%) | ||
11. | To consider and approve the general mandate to issue new | 5,571,942,995 | 280,560 | 3,116,096 | |
shares; | (99.939077%) | (0.005032%) | (0.055891%) | ||
12. | To consider and approve the amendments to the articles of | 5,572,223,555 | 0 | 3,116,096 | |
association of the Bank; | (99.944109%) | (0.000000%) | (0.055891%) | ||
13. | To consider and approve, item by item, the following items of | ||||
the proposal on the private placement of domestic shares of | |||||
the Bank under a specific mandate: | |||||
(1) | Class of shares and nominal value; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) |
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Special Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
(2) | Number of shares to be issued; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) | |||
(3) | Target placees; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) | |||
(4) | Pricing methodology; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) | |||
(5) | Method of issue; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) | |||
(6) | Use of proceeds; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) | |||
(7) | Distribution of undistributed accumulated profit; | 5,527,209,288 | 45,014,267 | 3,116,096 | |
(99.136728%) | (0.807381%) | (0.055891%) | |||
(8) | Validity period of the issue plan; | 5,557,209,288 | 15,014,267 | 3,116,096 | |
(99.674812%) | (0.269297%) | (0.055891%) | |||
14. | To consider and approve the proposal on the authorization to | 5,557,209,288 | 15,014,267 | 3,116,096 | |
the board of directors and the persons authorized by the board | (99.674812%) | (0.269297%) | (0.055891%) | ||
of directors to implement the private placement of domestic | |||||
shares of the Bank; and | |||||
15. | To consider and approve the proposed amendments to the | 5,557,209,288 | 15,014,267 | 3,116,096 | |
Bank's articles of association consequential to the private | (99.674812%) | (0.269297%) | (0.055891%) | ||
placement of domestic shares of the Bank. | |||||
As more than half of the votes from the Shareholders (including their proxies) attending and voting at the AGM were respectively cast in favour of resolutions numbered 1 to 9C, these resolutions were duly passed as ordinary resolutions. As more than two-thirds of the votes from the Shareholders (including their proxies) attending and voting at the AGM were cast in favour of resolutions numbered 10 to 15, these resolutions were duly passed as special resolutions.
The poll results in respect of each resolution proposed at the Domestic Shareholders' Class Meeting were as follows:
Special Resolutions | Number of votes (%) | |||
For | Against | Abstain | ||
1. | To consider and approve the proposal on the proposed | 2,752,249,534 | 0 | 3,116,096 |
amendments to the rules for the equity management; | (99.886908%) | (0.000000%) | (0.113092%) | |
2. | To consider and approve, item by item, the following items of | |||
the proposal on the private placement of domestic shares of | ||||
the Bank under a specific mandate: | ||||
(1) Class of shares and nominal value; | 2,737,249,534 | 15,000,000 | 3,116,096 | |
(99.342516%) | (0.544392%) | (0.113092%) | ||
(2) Number of shares to be issued; | 2,737,249,534 | 15,000,000 | 3,116,096 | |
(99.342516%) | (0.544392%) | (0.113092%) |
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Special Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
(3) | Target placees; | 2,737,249,534 | 15,000,000 | 3,116,096 | |
(99.342516%) | (0.544392%) | (0.113092%) | |||
(4) | Pricing methodology; | 2,737,249,534 | 15,000,000 | 3,116,096 | |
(99.342516%) | (0.544392%) | (0.113092%) | |||
(5) | Method of issue; | 2,737,249,534 | 15,000,000 | 3,116,096 | |
(99.342516%) | (0.544392%) | (0.113092%) | |||
(6) | Use of proceeds; | 2,737,249,534 | 15,000,000 | 3,116,096 | |
(99.342516%) | (0.544392%) | (0.113092%) | |||
(7) | Distribution of undistributed accumulated profit; | 2,707,249,534 | 15,000,000 | 33,116,096 | |
(98.253731%) | (0.544392%) | (1.201877%) | |||
(8) | Validity period of the issue plan; | 2,707,249,534 | 15,000,000 | 33,116,096 | |
(98.253731%) | (0.544392%) | (1.201877%) | |||
3. | To consider and approve the proposal on the authorization to | 2,707,249,534 | 15,000,000 | 33,116,096 | |
the board of directors and the persons authorized by the board | (98.253731%) | (0.544392%) | (1.201877%) | ||
of directors to implement the private placement of domestic | |||||
shares of the Bank; and | |||||
4. | To consider and approve the proposed amendments to the | 2,707,249,534 | 15,000,000 | 33,116,096 | |
Bank's articles of association consequential to the private | (98.253731%) | (0.544392%) | (1.201877%) | ||
placement of domestic shares of the Bank. | |||||
As more than two-thirds of the votes from the Shareholders (including their proxies) attending and voting at the Domestic Shareholders' Class Meeting were cast in favour of the resolutions numbered 1 to 4, these resolutions were duly passed as special resolutions.
The poll results in respect of each resolution proposed at the H Shareholders' Class Meeting were as follows:
Special Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
1. | To consider and approve the proposal on the proposed | 2,808,844,560 | 0 | 0 | |
amendments to the rules for the equity management; | (100.000000%) | (0.000000%) | (0.000000%) | ||
2. | To consider and approve, item by item, the following items of | ||||
the proposal on the private placement of domestic shares of | |||||
the Bank under a specific mandate: | |||||
(1) | Class of shares and nominal value; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
(2) | Number of shares to be issued; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
(3) | Target placees; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) |
6
Special Resolutions | Number of votes (%) | ||||
For | Against | Abstain | |||
(4) | Pricing methodology; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
(5) | Method of issue; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
(6) | Use of proceeds; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
(7) | Distribution of undistributed accumulated profit; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
(8) | Validity period of the issue plan; | 2,808,830,000 | 14,560 | 0 | |
(99.999482%) | (0.000518%) | (0.000000%) | |||
3. | To consider and approve the proposal on the authorization to | 2,808,830,000 | 14,560 | 0 | |
the board of directors and the persons authorized by the board | (99.999482%) | (0.000518%) | (0.000000%) | ||
of directors to implement the private placement of domestic | |||||
shares of the Bank; and | |||||
4. | To consider and approve the proposed amendments to the | 2,808,830,000 | 14,560 | 0 | |
Bank's articles of association consequential to the private | (99.999482%) | (0.000518%) | (0.000000%) | ||
placement of domestic shares of the Bank. | |||||
As more than two-thirds of the votes from the Shareholders (including their proxies) attending and voting at the H Shareholders' Class Meeting were cast in favour of the resolutions numbered 1 to 4, these resolutions were duly passed as special resolutions.
ELECTION OF DIRECTORS AND SUPERVISORS
Election of Directors
The Board is pleased to announce that, with the approvals from the Shareholders at the AGM,
- each of Mr. Wei Xuekun, Mr. Guo Wenfeng, Mr. Kang Jun, Mr. Yang Weihua and Mr. Yu Jun has been elected as an executive Director of the sixth session of the Board; (ii) each of Mr. Zhao Chuanxin, Ms. Ning Jie, Ms. Gu Jihong, Mr. Lyu Fei and Mr. Luo Nan has been elected as a non-executive Director of the sixth session of the Board; and (iii) each of Mr. Xiao Geng, Mr. Xie Taifeng, Mr. Wu Jun, Mr. Wang Xiongyuan and Mr. Su Mingzheng has been elected as an independent non-executive Director of the sixth session of the Board (collectively, the "New Directors").
The terms of office of the New Directors will commence from the date of approval of their respective director's qualification by the relevant regulatory authorities till the expiry of the term of the sixth session of the Board. All of the Directors of the fifth session of the Board shall continue to perform their duties as Directors until the sixth session of the Board starts to perform duties normally in accordance with relevant laws, rules and regulations. The Bank will publish separate announcement(s) in accordance with the requirements of the Listing Rules after the relevant elections become effective.
7
Please refer to the Supplemental Circular for the biographical details of the New Directors. Save as disclosed in the Supplemental Circular, the Board is not aware of any other matters in relation to the election of each of the New Directors that need to be brought to the attention of the Shareholders or any information that need to be disclosed pursuant to the requirements of Rule 13.51(2)(h) to (v) of the Listing Rules.
The Bank will enter into a service contract for each of the New Directors' respective position for an initial term commencing from the date of approval of qualifications by the relevant regulatory authorities till the end of the sixth session of the Board, which may be terminated by either party furnishing written notice of not less than three months and in any event subject to retirement and re-election at general meetings in accordance with the Articles of Association. The Bank will determine the remuneration for each of the New Directors based on, among other things, his/her responsibilities, authorities and benefits, combining incentives with restraints and focusing on both short-term and mid-to-long term incentives.
The Bank would like to extend its gratitude to the Directors of the fifth session of the Board for their significant contributions made to the Bank.
Election of Shareholder representative Supervisors and external Supervisors
The Board is pleased to announce that, with the approvals from the Shareholders at the AGM, (i) each of Mr. Wu Zhengkui and Ms. Tang Fang has been elected as a Shareholder representative Supervisor of the sixth session of the Supervisory Committee; and (ii) each of Mr. Meng Xuefeng, Mr. Guo Limao and Mr. Hu Guojie has been elected as an external Supervisor of the sixth session of the Supervisory Committee.
Please refer to the Supplemental Circular for the biographical details of the abovementioned Supervisors. Save as disclosed in the Supplemental Circular, the Board is not aware of any other matters in relation to the election of each of the abovementioned Supervisors that need to be brought to the attention of the Shareholders or any information that need to be disclosed pursuant to the requirements of Rule 13.51(2)(h) to (v) of the Listing Rules.
The terms of office of the abovementioned Supervisors shall commence from the date of approval by the Shareholders at the AGM till the expiry of the term of the sixth session of the Supervisory Committee.
The Bank will enter into a service contract for each of the abovementioned Supervisors' respective position for an initial term commencing from the date of approval by the Shareholders at the AGM till the end of the sixth session of the Supervisory Committee, respectively, in any event subject to retirement and re-election in accordance with the Articles of Association. The Bank will determine the remuneration for each of the abovementioned Supervisors based on, among other things, his/ her responsibilities, authorities and benefits, combining incentives with restraints and focusing on both short-term and mid-to-long term incentives.
Election of employee representative Supervisors
The Board is pleased to announce that each of Mr. Zhang Tao, Mr. Liu Liguo and Ms. Wu Haiou has been elected as an employee representative Supervisor of the sixth session of the Supervisory Committee at the employee representative meeting of the Bank. The terms of office of the above employee representative Supervisors shall commence from 18 October 2019 till the expiry of the term of the sixth session of the Supervisory Committee.
8
Mr. Cai Hongguang, Mr. Dai Shujun, Ms. Cao Wenqing, Ms. Li Wei and Ms. Li Xiu have ceased to act as the employee representative Supervisors. Each of them has confirmed that he/she has no disagreement with the Board, the Supervisory Committee or the Bank and there are no matters in relation to his/her retirement that need to be brought to the attention of the Shareholders.
The biographical details of the abovementioned employee representative Supervisors are set out as follows:
Mr. ZHANG Tao (張弢), aged 54, has been the vice secretary of the party committee of the Bank since August 2019. He worked at the Silver Eagle Sports Association of Liaoning branch of People's Bank of China (the "PBOC") and at the finance center of Liaoning branch of the PBOC from July 1988 to November 1991 and from November 1991 to January 1999, respectively. He successively served as a cadre and a supervisor (deputy director level) of the currency and credit management division of Shenyang branch of the PBOC from January 1999 to December 2000 and from December 2000 to March 2002, respectively. He was a member of the party committee and the vice president of the Fuxin city center sub-branch of the PBOC from March 2002 to May 2004, the deputy director of the credit information management division of Shenyang branch of the PBOC from May 2004 to December 2007, the secretary of the party committee and the president of Panjin city center sub-branch of the PBOC and the director general of Panjin city center sub-bureau of State Administration of Foreign Exchange (the "SAFE") from December 2007 to July 2013, and the secretary of the party committee and the president of Anshan city center sub-branch of PBOC and the director general of Anshan city center sub-bureau of SAFE from July 2013 to August 2019.
Mr. Zhang obtained an Executive Master of Business Administration degree from Dongbei University of Finance and Economics (東北財經大學) in Liaoning, the PRC in December 2010 and has the title of senior economist.
Mr. LIU Liguo (劉立國), aged 40, has been the director of the office of the Supervisory Committee since January 2016 and the deputy director (chairing the work) of the office of the president of the Bank since December 2016. Mr. Liu worked at the urban construction sub-branch of Jinzhou City Commercial Bank from July 2002 to June 2003 and at the office of the chairman of the board of directors and the president of Jinzhou City Commercial Bank from June 2003 to April 2009. He served successively as the assistant to the director and the deputy director of the office of the president of the Bank from April 2009 to July 2011 and from July 2011 to December 2016, respectively.
Mr. Liu obtained a bachelor's degree of management from Dongbei University of Finance and Economics (東北財經大學) in Liaoning, the PRC in April 2004 and has the title of intermediate economist.
Mr. Liu holds 10,000 Domestic Shares.
Ms. WU Haiou (吳海鷗), aged 40, has been the vice general manager (chairing the work) of the internal audit department of the Bank since August 2016. She worked at the accounting section of Jinling sub-branch of Jinzhou City Commercial Bank from July 2001 to January 2003 and served successively as an auditor of the audit department of Jinzhou City Commercial Bank and the audit department of the Bank from January 2003 to May 2008 and from May 2008 to April 2009, respectively. She was an auditor of the internal audit and compliance department of the Bank from April 2009 to October 2011 and worked successively as an auditor and the assistant to the general manager of the internal audit department of the Bank from October 2011 to September 2012 and from September 2012 to July 2016, respectively.
Ms. Wu obtained a bachelor's degree of accounting from Liaoning Normal University (遼寧師 範大學) in Liaoning, the PRC in July 2001 and has been accredited as a senior accountant and international certified auditor (ICA).
Ms. Wu holds 10,000 Domestic Shares.
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Save as disclosed above, each of the abovementioned employee representative Supervisors did not hold any other positions in the Bank or any of its subsidiaries, or hold any directorships in other listed companies in the last three years. Save as disclosed above, each of the abovementioned employee representative Supervisors does not have any relationship with any Director, Supervisor, senior management or substantial Shareholders of the Bank, nor does he/she have or is deemed to have any interest or short positions in the shares, underlying shares or debentures of the Bank or any of its associated corporation within the meaning of Part XV of the SFO.
The Bank will enter into a service contract for each of the abovementioned employee representative Supervisors' respective position for an initial term commencing from 18 October 2019 till the end of the sixth session of the Supervisory Committee, respectively, in any event subject to retirement and re-election in accordance with the Articles of Association. The Bank will determine the remuneration for each of the abovementioned employee representative Supervisors based on, among other things, his/her responsibilities, authorities and benefits, combining incentives with restraints and focusing on both short-term and mid-to-long term incentives.
Save as disclosed above, the Board is not aware of any other matters in relation to the election of each of the abovementioned employee representative Supervisors that need to be brought to the attention of the Shareholders or any information that need to be disclosed pursuant to the requirements of Rule 13.51(2) (h) to (v) of the Listing Rules.
The Bank would like to extend its gratitude to the Supervisors of the fifth session of the Supervisory Committee for their significant contributions made to the Bank.
By order of the Board
Bank of Jinzhou Co., Ltd.*
Zhang Wei
Chairman
Jinzhou, Liaoning Province, the PRC
18 October 2019
As at the date of this announcement, the Board comprises Mr. Zhang Wei, Mr. Huo Lingbo, Mr. Wang Jing, Mr. Sun Jing and Ms. Wang Xiaoyu, as executive Directors; Ms. Liu Hong, Ms. Gu Jie, Ms. Meng Xiao, Mr. Li Dongjun and Ms. Tang Fang, as non-executive Directors; and Mr. Choon Yew Khee, Mr. Lin Yanjun, Mr. Chang Peng'ao, Ms. Peng Taoying and Ms. Tan Ying as independent non-executive Directors.
- Bank of Jinzhou Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking and/or deposit-taking business in Hong Kong.
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Bank of Jinzhou Co. Ltd. published this content on 18 October 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 October 2019 13:04:03 UTC