世界微资讯!江 铃B: 江铃汽车股份有限公司董事会决议公告(英文版)
2022-10-19 20:59:09 来源:证券之星
Share’s code: 000550 Share’s Name: Jiangling Motors No.: 2022—036
Jiangling Motors Corporation, Ltd.
Public Announcement on Resolutions of the Board of Directors
(相关资料图)
Jiangling Motors Corporation, Ltd. and its Board me mbers undertake that the
information disclosed herein is truthful, accurate and complete and does not
contain any false statement, misrepresentation or major omission.
I. Informing of the Meeting
The Board of Directors of Jiangling Motors Corporation, Ltd. (hereinafter referred to
as “JMC” or the “Company”) sent out relevant proposals of the Board meeting to all
the Directors on October 12, 2022.
II. Time, Place & Form of Holding the Meeting
The Board meeting was held in form of paper meeting from October 12 to October 18,
stipulation of the relevant laws, regulations and the Articles of Association of JMC.
III. Status of the Directors Attending the Meeting
Nine Directors shall attend this Board meeting and eight Directors were present. Vice
Chairman Manto Wong did not attend this meeting, and he authorized Director Ryan
Anderson to exercise voting rights on his behalf.
IV. Resolutions
The Directors present at the meeting approved the following resolutions based on
their discussion:
Ford Motor Company nominated Mr. Shengpo Wu as the candidate for the Director
on the Board of Directors of JMC, succeeding Mr. Manto Wong, who will no longer
serve on the Board of Directors of JMC. The Board of Directors agreed to submit the
aforesaid Director nomination by Ford Motor Company to the Shareholders’ Meeting
for approval.
There were 9 votes in favor of the proposal, 0 vote against, and 0 abstention.
The Independent Directors of the Company, Mr. Chen Jiangfeng, Ms. Wang Yue and
Mr. Yu Zhuoping, agreed the aforesaid Director change proposal.
After the aforesaid changes, Mr. Manto Wong will not take any post in the Company.
As of the disclosure date of the announcement, Mr. Manto Wong did not hold any
JMC shares.
Mr. Shengpo Wu’s resume:
Mr. Shengpo Wu, born in 1966, holds a Bachelor’s Degree in Thermal Energy
Engineering from Tsinghua University in Beijing and Master’s Degrees in Mechanical
Engineering and Information Management, respectively, from the University of
Nebraska-Lincoln and the Keller Graduate School of Management of DeVry
University, and is Managing Director and Chief Operating Officer of Ford China. Mr.
Shengpo Wu held various positions including Vice President and Regional General
Manager for Honeywell Process Solutions in Greater China, President and CEO of
Osram’s Asia-Pacific business, President, Asia Pacific, and a member of the Global
Executive Committee for Whirlpool Corporation.
As of the disclosure date of this announcement, Mr. Shengpo Wu did not hold any
shares of the Company. Except for the above mentioned position in the shareholder of
the Company, Mr. Shengpo Wu has no relationship with the other shareholders
holding more than 5% of the shares of the Company and their actual controllers, as
well as other Directors, Supervisors and senior executives of the Company. Mr.
Shengpo Wu has not been punished by China Securities Regulatory Commission or
other relevant Departments or taken disciplinary action by the Stock Exchanges, and
has not been investigated by judicial organs for suspected crimes or by China
Securities Regulatory Commission on suspicion of violations of laws and regulations.
There is no the situation on which he is prohibited to serve as a Company Director as
stipulated in the Company Law and the Articles of Association of the Company. Mr.
Shengpo Wu meets the qualifications required in the laws, administrative regulations,
departmental rules, normative documents, Rules Governing Listing of Stock on
Shenzhen Stock Exchange and the Articles of Association of the Company. After the
inquiry of "National Court Information Disclosure and Inquiry Platform of Persons
Subject to Enforcement for Trust-breaking", Mr. Shengpo Wu does not belong to the
person subject to enforcement for trust-breaking.
Shareholders’ Meeting of JMC.
There were 9 votes in favor of this proposal, 0 vote against, and 0 abstention.
The full text of the Notice on Holding 2022 First Special Shareholders’ Meeting of
JMC was published on October 20, 2022 in China Securities, Securities Times, Hong
Kong Commercial Daily and the website www.cninfo.com.cn.
V. Opinions from Independent Directors
Independent Directors, Mr. Chen Jiangfeng, Ms. Wang Yue and Mr. Yu Zhuoping,
expressed their opinions on the Director change proposal as follows:
complies with the relevant required qualifications as a Director stipulated in the
laws, regulations and the Articles of Association of JMC, and agree the
nomination.
The announcement hereby is published.
Board of Directors
Jiangling Motors Corporation, Ltd.
October 20, 2022
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