TIDMMYSE
RNS Number : 7140N
Ming Yang Smart Energy Group Ltd
26 September 2023
MING YANG SMART ENERGY GROUP LIMITED
(GDR under the symbol: "MYSE")
(a joint stock company established under the laws of the
People's Republic of China with limited liability)
Announcement on Resolutions of the First Meeting of the Third
Session of the Board of Directors
Ming Y ang Smart Energy Group Co., Ltd. (hereinafter referred to
as the "Company") held its first meeting of the third session of
the Board of Directors on 26 September 2023 at the conference room
of the Company's headquarter , building by a combination of on-site
voting and voting by correspondence. According to the Company Law,
the Articles of Association and the Rules of Procedure of the Board
of Directors, "the time limit for notification of the Board of
Directors shall be: all Directors shall be notified five days
before the meeting. However, in case of emergency, the Board of
Directors may give notice of extraordinary meeting by telephone or
other verbal means at any time, provided that the convener shall
make a statement at the meeting." The meeting was notified to each
of the Directors in writing, or by telephone or mail on 26
September 2023, and the Directors present at the meeting had been
informed of the necessary information relating to the business to
be transacted and agreed to urgently convene this meeting of the
Board of Directors. Eleven Directors should be present at this
meeting and eleven were actually present. All Directors unanimously
elected Mr. Ge Changxin, a Director of the Company, to preside over
the meeting, in compliance with the relevant provisions of the
Company Law, the Articles of Association and the Rules of Procedure
of the Board of Directors.
The Board of Directors of the Company considered and adopted the
following resolutions:
1. Consideration and adoption of the Resolution on the Chairman,
Vice Chairman and Legal Representative of the Company
The election of Mr. Zhang Chuanwei as the Chairman and the legal
representative of the Company and Mr. Ge Changxin as the Vice
Chairman of the Company was approved.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
2. Consideration and adoption of the Resolution on the
Composition of Special Committees of the Third Session of Board of
Directors
It was approved that the composition of special committees of
Board of Directors would be as follows:
Composition of the Strategy Committee: Zhang Chuanwei, Shi
Shaobin, Liu Ying, of which Zhang Chuanwei is the Chairman
(convener) of the Strategy Committee.
Composition of the Audit Committee: Zhu Tao, Ge Changxin , Wang
Rongchang, of which Zhu Tao is the Chairman (convener) of the Audit
Committee.
Composition of the Remuneration and Appraisal Committee: Wang
Rongchang, Wang Jinfa, Shi Shaobin, of which Wang Rongchang is the
Chairman (convener) of the Remuneration and Appraisal
Committee.
Composition of the Nomination Committee: Liu Ying, Zhang Qiying,
Zhu Tao, of which Liu Ying is the Chairman (convener) of the
Nomination Committee.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
3. Consideration and adoption of the Resolution on Appointment
of the Company's Chief Executive Officer (General Manager)
It was approved to appoint Mr. Zhang Chuanwei as the Company's
Chief Executive Officer (General Manager), with a term of office of
three years from the date of consideration and adoption by the
Board of Directors to the date of expiry of the term of office of
the current Board of Directors.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
4. Consideration and adoption of the Resolution on the
Appointment of Other Senior Management of the Company
The appointment of Mr. Zhang Qiying as the President and Chief
Technology Officer of the Company's smart manufacturing business
line was approved;
The appointment of Mr. Liu Lianyu as the President of the
Company's energy services business line was approved;
The appointment of Mr. Zhang Rui as the President of the
Company's PV business line was approved;
The appointment of Mr. Liang Caifa as Chief Financial Officer of
the Company was approved;
The appointment of Mr. Wang Dongdong as Chief Operating Officer
of the Company was approved;
The appointment of Mr. Liu Jianjun as Chief Risk Control Officer
of the Company was approved;
The appointment of Ms. Zhang Chao, Ms. Yi Lingna, Mr. Han Bing,
Mr. Ye Fan and Mr. Pan Yongle as Vice Presidents of the Company was
approved;
The above senior management are appointed for a term of three
years, with a term of office from the date of consideration and
adoption by the Board of Directors to the date of expiry of the
term of office of the current Board of Directors.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
5. Consideration and adoption of the Resolution on Designation
of Senior Management to Act as Secretary of the Board of
Directors
Mr. Zhang Chuanwei, Chairman of the Board of Directors and Chief
Executive Officer (General Manager), nominated Mr. Pan Yongle as
the Secretary of the Board of Directors of the Company, with a term
of office of three years from the date of consideration and
adoption by the Board of Directors to the date of expiry of the
term of office of the current Board of Directors.
Given that Mr. Pan Yongle has not yet obtained the Certificate
of Qualification for Secretary of the Board of Directors from the
Shanghai Stock Exchange, he undertakes to attend the latest session
of the training session of Secretary of Board of Directors of
listed companies organised by the Shanghai Stock Exchange. Before
Mr. Pan Yongle obtains the Certificate of Qualification for
Secretary of the Board of Directors, he will act as Secretary of
Board of Directors in the capacity of senior management (Vice
President) of the Company, and the period of acting will not exceed
three months.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
Contact details of Mr. Pan Yongle:
Telephone: 010-5081 5010
Email: panyongle@mywind.com.cn
6. Consideration and adoption of the Resolution on the
Appointment of Securities Representative of the Company
The appointment of Ms. Zheng Jieshan as securities
representative of the Company was approved, with a term of office
from the date of consideration and adoption by this Board of
Directors to the date of expiry of the term of office of the
current Board of Directors.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
7. Consideration and adoption of the Resolution on the Head of
the Internal Audit Department by the Company
The appointment of Mr. Zhai Yongjun as the head of the internal
audit department of the Company was approved, with a term of office
of three years from the date of consideration and adoption by the
Board of Directors to the date of expiry of the term of office of
the current Board of Directors.
Voting results: Approving votes: 11; Dissenting votes: 0;
Abstention votes: 0.
8. Consideration and adoption of the Resolution on the
Repurchase and Cancellation of the Restricted Stocks Granted, but
not yet Released, to Certain Participants under the 2019 Restricted
Stock Incentive Plan
In accordance with the relevant provisions of the Administrative
Measures for Share Incentives of Listed Companies and the 2019
Restricted Stock Incentive Plan (Amended Draft), three incentive
recipients granted for the first time and one incentive recipient
reserved for grant under the 2019 Restricted Stock Incentive Plan
were ineligible as incentive recipients due to leaving their jobs
for personal reasons or having been elected as a Supervisor of the
Company, the Company repurchased and cancelled 224,500 restricted
shares granted to the above-mentioned 4 former incentive recipients
but not yet released from restricted sale for an amount of
RMB1,052,855.50, which was financed by the Company's own funds.
The Board of Directors of the Company is of the view that this
repurchase and cancellation of part of the restricted shares will
not materially affect the financial position and results of
operations of the Company and agrees to pass this resolution.
Voting results: Approving votes: 8; Dissenting votes: 0;
Abstention votes: 0.
Zhang Qiying, Wang Jinfa and Fan Yuanfeng, Directors, as the
incentive recipients under the Restricted Stock Incentive Plan of
the Company, recused themselves from voting on the resolution.
Pursuant to the authorization of the Company's 2019 annual
general meeting, the resolution on the repurchase and cancellation
does not need to be submitted to the general meeting for
consideration.
Ming Yang Smart Energy Group Limited
2 6 September 2023
Resume of the Senior Management:
1. Mr. Zhang Chuanwei, born in 1962, is a Chinese citizen
without right of abode abroad, and possesses a master's degree and
postgraduate qualifications. Mr. Zhang Chuanwei is a deputy to the
12th and 13th National People's Congress. He founded Zhongshan
Mingyang Electric Appliance Co., Ltd. ( ) in 1993 and has served as
the chairman since then. He founded Guangdong Mingyang Wind Power
Technology Co., Ltd. ( ) (the predecessor of Guangdong Mingyang
Wind Power Industry Group Co., Ltd. ( ) and Ming Yang Smart Energy
Group Limited) in 2006 and has served as the chairman of the Board
of Directors and chief executive officer (the general manager)
since then.
2. Mr. Zhang Qiying, born in 1978, Chinese nationality and
without the right of abode overseas, obtained a master's degree and
is now a doctoral student. From 2003 to 2006, he served as a
manager of Shanghai Sachs Huizhong Shock Absorber Co., Ltd. ( ).
From 2006 to 2011, he served as a project manager of Shanghai
office and an assistant to the president of Aerodyn Energiesysteme
GmbH. From 2011 to 2014, he served as the director of the
technology center and the chief technology officer of, Guodian
United Power Technology Co., Ltd. ( ). From 2014 to September 2019,
he served as the Company's vice president of engineering research
and development, chief technology officer and co-operation officer.
From September 2019 to March 2020, he served as a Director, chief
technology officer and co-operation officer of the Company. He has
been a Director, chief operating officer and chief technology
officer of the Company since March 2020.
3. Mr. Liu Lianyu, born in 1964, Chinese nationality and without
the right of abode overseas, obtained a master's degree and is a
senior engineer. From 1989 to 1996, he served as Project Leader of
the Planning Department of China Renewable Energy Engineering
Institute; from 1996 to 1999, he served as Principal Staff Member
of the Hydropower Department under the Planning Division of the
Ministry of Electric Power Industry of the People's Republic of
China; from 1999 to 2002, he served as Deputy Director of the
Planning Division under the Strategic Planning Department of the
former State Power Company; from 2002 to 2006, he served as
Director of the Pre-project Division of the Planning and
Development Department of China Guodian Corporation; from 2004 to
2005, he served as Director of the Preparatory Office of Zhongshan
Gas Power Generation Project of China Guodian Corporation; from
2005 to 2007, he served as General Manager of Zhongshan Gas Power
Generation Company of China Guodian Corporation; from 2005 to 2008,
he served as Deputy Director of the Nuclear Power Office of China
Guodian Corporation; from 2006 to 2008, he served as Deputy
Director of Planning and Development Department of China Guodian
Corporation; from 2006 to 2009, he served as Party Secretary and
General Manager of Henan Company of China Guodian Corporation; from
May 2009 to March 2014, he served as Director of the Nuclear Power
Office and Deputy Director of the Planning Department of China
Guodian Corporation; from March 2014 to September 2015, he served
as Director of the Party Group Inspection Office of China Guodian
Corporation; and from September 2015 to 2017, he served as Director
of Procurement and Material Management Department of China Guodian
Corporation. From December 2017 to February 2020, he served as
Joint Operating Officer of the Company. From March 2020 to
September 2023, he has been serving as Supervisor of the
Company.
4. Mr. Zhang Rui, born in 1990, Chinese nationality and without
the right of abode overseas, obtained a bachelor's degree. From
2012 to March 2017, he served as the director of the procurement
department and a Director of the Company. Since March 2017, he has
served as a Director of the Company, vice president of business,
director of the strategic development and industrial planning
center, deputy director of the operations center, director of the
operations planning department, general manager of the procurement
management department, and assistant to the chief executive
officer.
5. Mr. Liang Caifa, born in 1971, Chinese nationality and
without the right of abode overseas, obtained a bachelor's degree
in Accounting from Hunan University of Finance and Economics and a
master's degree in Advanced Business Administration from Zhongnan
University of Economics and Law. From 1993 to 2013, he served as
the Accounting and Financial Manager of Sany Group and Chief
Financial Officer of Industry Division of Sany Heavy; from 2013 to
April 2019, he served as the Vice President of Finance and General
Manager of Financial Center of the Company; and Chief Financial
Officer and General Manager of Financial Center of the Company
since May 2019.
6. Mr. Wang Dongdong, born in 1981, Chinese nationality and
without the right of abode overseas, member of CPC, obtained a
master's degree and is a senior engineer. From August 2004 to March
2011, he served as Process Engineer and Chief Design Engineer of
Beijing Beizhong Steam Turbine Generator Co., Ltd.; from April 2011
to February 2016, he served as Deputy Director of Engineering
Support and Testing Institute, and Director of Wind Power Testing
Technology Research Institute of Guodian United Power Technology
Co., Ltd.; from March 2016 to March 2020, he served as
Manufacturing Director, Assistant to the Executive President, Vice
President of Business and General Manager of Manufacturing
Department of the Company; and from March 2020 to June 2022, he
served as Vice President, Deputy Director of the Operation Center
and General Manager of the Production and Manufacturing Department
and the Offshore Engineering Operations and Maintenance Department
of the Company; and since July 2022, he has been serving as Senior
Vice President and Director of Operation Center of the Company.
7. Mr. Liu Jianjun, born in 1976, Chinese nationality and
without the right of abode overseas, obtained a bachelor's degree.
From 2002 to 2004, he served as Financial Accountant of Guangzhou
Real Estate Industry Group Co., Ltd.; from 2004 to 2007, he served
as Project Manager of Guangdong Kangyuan Certified Public
Accountants; from 2007 to 2017, he served as Director of Financial
Accounting Department, General Manager of Strategic Development
Department, General Manager of Capital Operation and Asset
Management Department of the Company; from March 2017 to September
2023, he served as Secretary of the Board of Directors of the
Company.
8. Ms. Zhang Chao, born in 1988, Chinese nationality and without
the right of abode overseas, obtained a bachelor's degree. Since
January 2017, she has been serving as General Manager of Capital
Operation and Asset Management Department and Deputy General
Manager of Smart Energy Division, Chairman of East China Smart
Energy Research Institute, Vice President of Business and General
Manager of Investment and Asset Management Department of Mingyang
Smart Energy Group Co., Ltd.; from March 2023 to September 2023,
she served as Director of the Company.
9. Ms. Yi Lingna, born in 1984, Chinese nationality and without
the right of abode overseas, obtained a master's degree. From May
2008 to February 2018, she served as Secretary of the Chairman,
Deputy Director of the President's Office, Deputy Director of the
Secretary Office of the Board of Directors, Deputy Director of
Investor Relations, Deputy General Manager of Capital Operation
Department, and Director of Listing Office (Board Office) of the
Company; from March 2018 to March 2020, she served as Vice
President of Business and Director of Change Management Office of
the Company; and since March 2020, she has been serving as Vice
President and Secretary General of the CEO's Office of the
Company.
10. Mr. Han Bing, born in 1981, Chinese nationality and without
the right of abode overseas, obtained a master's degree and is
member of the Eighth CPPCC Committee of Yangjiang. From 2007 to
2016, he worked in China Longyuan Power Group Corporation Limited.
Since 2017, he has been serving as Vice President of Business of
the Company, Deputy General Manager of Mingyang Smart Energy Group
Beijing Technology Co., Ltd., Deputy General Manager of Beijing
Jieyuan New Energy Investment Co., Ltd., Chairman of Guangdong
Mingyang New Energy Technology Co., Ltd., General Manager of
Zhongshan Mingyang New Energy Technology Co., Ltd., Deputy Director
and Director of Office of Energy Operation and Construction
Management Committee, and Director of Project Management
Center.
11. Mr. Ye Fan, born in 1981, Chinese nationality and without
the right of abode overseas, obtained a master's degree. From
January 2008 to January 2011, he served as Product Manager of Sany
Electric; from January 2011 to November 2014, he served as Deputy
Chief Engineer of system design of Guodian United Power Technology
Co., Ltd.; since November 2014, he has been serving as Assistant to
the President, Chief Marketing Officer, Vice President of Business,
General Manager of Marketing Headquarters of the Company, Deputy
General Manager of Ming Yang Wind Power (International) Co. Ltd. ,
General Manager of Marketing and Solutions Department, and Director
of Innovation and Product Development Center .
12. Mr. Pan Yongle, born in 1984, Chinese nationality, obtained
a master's degree in finance from Xiamen University. He joined the
work in 2006, and has many years of experience in securities
research. Since July 2019, he has been serving as Assistant to CEO
and General Manager of Capital Market Department of the
Company.
Resume of the Securities Representative:
Ms. Zheng Jieshan, born in 1988, Chinese nationality and without
the right of abode overseas, obtained a bachelor's degree and is a
middle level auditor and a non-practicing member of the Chinese
Institute of Certified Public Accountants. From September 2011 to
April 2014, she served as an auditor and an assistant manager in
KPMG Huazhen (Special General Partnership), Guangzhou Branch; from
April 2014 to March 2020, she served as Manager of Investor
Relations Department and Manager of Securities Affairs of the
Company. Since March 2020, she has been serving as Securities
Representative of the Company.
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ROMEAFNKALEDEFA
(END) Dow Jones Newswires
September 26, 2023 07:42 ET (11:42 GMT)
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