Announcement of the change of chairman, senior management personnel and Chairman of the Board of Supervisors

release time:

2024-04-23 16:14

AnnouncementNumber: 2023-037

Stock code: 832316              Securities abbreviation: Tian Zheng Biotech                Host brokerage: Shenwan Hongyuan underwriting sponsor

 

Jilin Tianzheng Biotechnology Co., Ltd

Announcement of the change of chairman, senior management personnel and Chairman of the Board of Supervisors

 

The Company and all members of the Board of Directors warrant that the content of the announcement is true, accurate and complete, and there are no false records, misleading statements or material omissions, and assume individual and joint legal responsibility for the authenticity, accuracy and completeness of its content.

 

1. Basic information of the succession
(1) The basic situation of the succession
In accordance with the relevant provisions of the Company Law and the Articles of Association, the first meeting of the fourth session of the Board of Directors of the Company deliberated and adopted on November 22, 2023:
Elected Mr. CAI Tianyuan as Chairman of the Board of Directors of the Company for a term of three years with effect from November 22, 2023. The above election personnel hold 45,355,000 shares of the company, accounting for 40.14% of the company's share capital, and are not subject to joint punishment for breach of trust.
Appointed Mr. Lv Guisheng as the General Manager of the Company for a term of three years with effect from November 22, 2023. The above appointed personnel hold 0 shares of the company, accounting for 0% of the company's share capital, and are not the subject of joint punishment for breach of trust.
Appointed Mr. CAI Timing as Deputy General Manager of the Company for a term of three years with effect from November 22, 2023. The above appointees hold 1,863,000 shares of the company, accounting for 1.65% of the company's share capital, and are not the subject of joint punishment for breach of trust.

Appointed Mr. Li Xueliang as Deputy General Manager of the company for a term of three years, effective from November 22, 2023. The above appointees hold 50,000 shares of the company, accounting for 0.04% of the company's share capital, and are not the subject of joint punishment for breach of trust.
Appointed Mr. CAI Gaoyu as Deputy General Manager of the Company for a term of three years with effect from November 22, 2023. The above appointed personnel hold 0 shares of the company, accounting for 0% of the company's share capital, and are not the subject of joint punishment for breach of trust.
Appointed Mr. Sun Jiahong as the Financial Officer of the Company for a term of three years with effect from November 22, 2023. The above appointed personnel hold 0 shares of the company, accounting for 0% of the company's share capital, and are not the subject of joint punishment for breach of trust.
Appointed Ms. Zhu Lijia as Secretary of the Board of Directors of the Company for a term of three years with effect from November 22, 2023. The above appointed personnel hold 0 shares of the company, accounting for 0% of the company's share capital, and are not the subject of joint punishment for breach of trust.

All directors shall be notified in writing 0 days before the meeting, and 5 directors will actually attend the meeting.
The meeting was chaired by the chairman, Mr. CAI Tiyuan.
This change does not need to be submitted to the general meeting of shareholders for consideration.

(2) Biographies of directors and supervisors appointed for the first time
Sun Jiahong, male, born on June 17, 1978, bachelor degree, Chinese nationality, no overseas permanent residence right. From July 2001 to March 2006, he worked as an accountant in Baicheng Tongye Co., LTD. April 2006 - March 2009, worked in Baicheng Jinhe Trading Co., LTD., as financial manager; From April 2009 to February 2011, he worked as the Chief Financial Officer of Jilin Hongrun Food Co., LTD. From March 2011 to March 2015, worked as financial manager in Three Gorges New Energy Baicheng Wind Power Development Co., LTD. From March 2015 to October 2017, I worked as the Chief Financial Officer of Beian Xiangyu Jinguu Agricultural Co., LTD. From October 2017 to July 2023, he worked as the Chief Financial Officer of Baicheng Dasheng Agricultural Development Holding Co., LTD. From July 2023 to now, he has been working in Jilin Tianzheng Biotechnology Co., LTD., as a probationary financial officer.

(3) The basic situation of the succession
In accordance with the relevant provisions of the Company Law and the Articles of Association of the Company, the first meeting of the fourth Board of Supervisors of the Company reviewed and approved on November 22, 2023:
Elected Ms. Shi Chunyan as the Chairman of the Supervisory Board of the Company for a term of three years, effective November 22, 2023. The above election personnel hold 17,975 shares of the company, accounting for 0.016% of the company's share capital, and are not the subject of joint punishment for breach of trust.
All supervisors will be notified by notice 0 days before the meeting, and 3 supervisors will actually attend the meeting.
The meeting was chaired by Ms. Shi Chunyan.
This change does not need to be submitted to the general meeting for consideration

 

2. The impact of the transition on the company
(1) Qualifications
The qualifications of candidates for directors, supervisors and senior managers of the company shall comply with laws and regulations, departmental rules, business rules and articles of association. This change has not resulted in the number of members of the Board of Directors of the Company falling below the legal minimum number, the number of members of the Board of Supervisors of the Company falling below the legal minimum number, or the number of supervisors represented by employees falling below one third of the members of the Board of Supervisors.

There is no situation in which the company's directors and senior managers concurrently serve as the company's supervisors; There is no situation where the company's supervisor is the spouse or immediate family member of the company's director or senior management; The new person in charge of finance has the professional and technical qualification of accountant or above, or the professional knowledge of accounting and has been engaged in accounting work for more than three years.

(2) Impact on the production and operation of the company:
This change is a normal change in accordance with the relevant provisions of the Company Law and the Articles of Association of the Company, which is the normal demand of corporate governance and will not adversely affect the production and operation of the company.

 

3. Documents for reference
Resolution of the First Meeting of the Fourth Board of Directors of Jilin Tianzheng Biotechnology Co., LTD.
Resolution of the First Meeting of the Fourth Board of Supervisors of Jilin Tianzheng Biotechnology Co., LTD.

 

 

Jilin Tianzheng Biotechnology Co., LTD
Board of directors
November 22, 2023