DGAP Post-admission Duties announcement: Haier Smart Home Co.,Ltd.
/ Third country release according to Article 50 Para. 1, No. 2 of the WpHG [the German Securities Trading Act]
Announcement On Proposed Election Of Additional Directors The board of directors (the 'Board') of Haier Smart Home Co., Ltd. (the 'Company', together with its subsidiaries as the 'Group') announces that: Following the completion of the listing of H shares by way of introduction and the transaction on privatisation of Haier Electronics Group Co., Ltd. (stock code: 1169) by the Company, to further improve the corporate governance, better realise the synergy and enhance diversity of the Board, the Company intends to elect additional directors, namely Mr. Xie Ju Zhi as the executive director of the Company, and Mr. Yu Hon To, David and Ms. Eva Li Kam Fun as the non-executive directors of the Company. The aforementioned director candidates have been considered and approved at the Board meeting. The term of office shall commence from the date on which their appointments are approved at the general meeting of the Company until the date on which the term of the current session of the Board expires. Upon expiration of their terms of office, they may be re-elected. The biographical details of the aforementioned director candidates are set out in Appendix I to this announcement. To promote the Internet of Things Strategy of the Company and enrich the diversity of the Board, according to the relevant provisions of the Company Law of the People's Republic of China and the Articles of Association of the Company as well as the opinions of the Nomination Committee under the Board, the Board has agreed that Mr. Li Shipeng is nominated as the independent non-executive director, whose term of office shall be the same as the tenth session of the Board. His qualifications as the independent non-executive directors have been filed with the Shanghai Stock Exchange with no objection. Please refer to Appendix II for the biographical details of Mr. Li Shipeng. The nomination of Mr. Li was made by the Company after taking into consideration of the diversity of Board members in respect of several factors, including cultural and educational background, professional experience, skills and expertise in particular. It is based on the value and contributions that can be made by the candidate to the Board, evaluated on an objective bases, after taking into full consideration of the benefits on the diversity of the Board members, and implemented in accordance with the law, regulations and relevant provisions of securities regulatory authorities. As of the date of this announcement, save as disclosed in this announcement, in the past three years, each of the director candidates have not held any directorship in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas, nor served other positions in other members of the Group, and do not have any other major appointments or professional qualifications. The director candidates do not have other relationship with any directors, supervisors, senior management or substantial shareholders or controlling shareholders of the Company and do not hold any interest in the shares of the Company or its associated companies within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). There is or was no information in relation to the appointment of the director candidates which is required to be disclosed pursuant to the requirements set out in 13.51(2) (h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited nor are there any matters which need to be brought to the attention of the shareholders of the Company. If appointed, the Company will enter into service contracts with each appointed director. The directors fee is the same as that of the current tenth session of the Board (RMB200,000 per annual for each director). The Board has agreed to submit the above-mentioned proposal for election of additional directors to the Company's first extraordinary general meeting of 2021 (the 'EGM') for consideration and approval. A circular containing, among other things, the relevant information on the proposed election of additional directors, together with the notice of convening the EGM, will be despatched to the shareholders of the Company in due course. The Board of Directors Appendix I: Biographical Details of Additional Directors to be Elected Mr. XIE Ju Zhi (Mr. XIE), aged 54, graduated from Shandong University of Finance and Economics in July 1989 with a bachelor's degree, and joined Haier Group Corporation in the same year. Mr. Xie has experience in whole-process product management, product-wide services and product-wide marketing. Mr. Xie had held senior positions in Electrothermal Division of the Haier Group Corporation and East China Marketing and Promotion Division of the Haier Group Corporation, and served as the Corporate General Manager of the Customer Services of the Haier Group Corporation since August 2002. Since July 2012, he has been the Vice President of Haier Group Corporation, and he has been in charge of Haier Group Corporation's integration of community sales services in first and second-tier cities, and developing the online and offline sales of new household products. From December 2015 to date, he has been managing the newly developed business segments of Haier Group Corporation, including water purification, logistics, Haier home and Gooday services and has started to concurrently manage the water heater business since 2019. He was appointed as the Chief Executive Officer and an Executive Director of Haier Electronics Group Co., Ltd. ('Haier Electronics', a listed company of The Stock Exchange of Hong Kong Limited (the 'Hong Kong Stock Exchange'), stock code: 1169) which was privatized and delisted on 23 December 2020) since 27 March 2019. Mr. Xie was awarded honorary titles including the Gold Award of Outstanding Contribution Award of China's Home Appliance Services Industry (???????????????) and Outstanding Entrepreneur of Shandong Province (????????). As at the date of this announcement, Mr. Xie holds 715,444 H shares of the Company. Mr. YU Hon To, David (Mr. YU), aged 72. Mr. Yu holds a Bachelor of Social Science degree from The Chinese University of Hong Kong. Mr. Yu is a Fellow of the Institute of Chartered Accountants in England and Wales and an Associate Member of Hong Kong Institute of Certified Public Accountants. He is a chartered accountant with over 40 years' experience in the fields of auditing, corporate finance (including advisory on IPO, mergers & acquisitions and financial restructuring), financial investigation and corporate governance. Mr. Yu was formerly a partner of Coopers & Lybrand (now merged as PricewaterhouseCoopers) in Hong Kong with extensive experience in the corporate finance advisory assignments in Greater China for Hong Kong corporations, private equity groups and multinationals. Mr. Yu also served as an independent non-executive director and the chairman of the audit committee of Haier Electronics, a subsidiary of the Company, over the past three years. Mr. Yu had served various public offices including being a member of the Listing Committee of the Hong Kong Stock Exchange from 1992 to 1995, a member of the Investment Committee and the Audit Committee of Employees Retraining Board (established under the Employees Retraining Ordinance of Hong Kong) from 1999 to 2020, and a member of the Board of Review (established under Inland Revenue Ordinance of Hong Kong) from 2006 to 2012. Mr. Yu is currently an independent non-executive director of several other companies listed on the Hong Kong Stock Exchange, namely China Renewable Energy Investment Limited (stock code: 987), Media Chinese International Limited (stock code: 685), One Media Group Limited (stock code: 426), Playmates Holdings Limited (stock code: 635), China Resources Gas Group Limited (stock code: 1193), Keck Seng Investments (Hong Kong) Limited (stock code: 184), New Century Asset Management Limited (the manager of New Century Real Estate Investment Trust (stock code: 1275)) and MS Group Holdings Limited (stock code: 1451). Mr. Yu holds 810,000 H shares of the Company. Ms. Eva Li Kam Fun (names that commonly used are 'Mrs. Eva CHENG Li Kam Fun') ('Ms. Eva Li Kam Fun'), aged 68. Ms. Eva Li Kam Fun graduated from the University of Hong Kong with Bachelor of Arts (Hons) and Master of Business Administration degrees. She was conferred with the degree of Doctor of Business Administration, honoris causa, from the Open University of Hong Kong in 2014. Ms. Eva Li Kam Fun is currently the president of Our Hong Kong Foundation. She also serves as an independent non-executive director of Nestle S.A, a publicly listed company on the SIX Swiss Exchange. Ms. Eva Li Kam Fun also served as an independent non-executive director of Haier Electronics, a subsidiary of the Company, over the past three years. Prior to joining the Our Hong Kong Foundation, Ms. Eva Li Kam Fun had a distinguished career that spanned 34 years with Amway Corporation. When she retired in 2011, she held the concurrent positions of Executive Vice President of Amway Corporation and Executive Chairman of Amway China Co. Ltd. responsible for Amway Greater China & Southeast Asia Region. During the last three years, Ms. Eva Li Kam Fun had also been an independent non-executive director of Amcor Limited (a company listed on the Australian Securities Exchange) from 2014 to 2019, and an independent non-executive director of Trinity Limited (a company listed on the Main Board of the Hong Kong Stock Exchange) (Stock Code: 891) from 2011 to 2020. Ms. Eva Li Kam Fun's leadership was well recognised in the business community. She was twice named the 'World's 100 Most Powerful Women' by Forbes Magazine in 2008 and 2009. CNBC awarded Ms. Eva Li Kam Fun with the 'China Talent Management Award' in its 2007 China Business Leaders Awards. In the areas of public and social service, Ms. Eva Li Kam Fun is court member of the Open University of Hong Kong, advisor of the All-China Women's Federation Hong Kong Delegates Association, honorary president of the Hong Kong Federation of Women, and permanent honorary director of The Chinese General Chamber of Commerce. Ms. Eva Li Kam Fun holds 355,200 H shares of the Company. Appendix II: Biographical Details of Additional Independent Non-executive Director to be Elected Mr. Li Shipeng (Mr. Li), aged 54, holds a bachelor's and master's degree from University of Science and Technology of China, and a PhD degree from Lehigh University, USA. Mr. Li has extensive experience in areas such as Internet of Things technology, and artificial intelligence. Mr. Li is currently the Executive President of Shenzhen Institute of Artificial Intelligence and Robotics. Prior to that, he served as the Chief Researcher and Deputy Dean of Microsoft Research Asia, Chief Technology Officer of Cogobuy Group, and Vice President of iFlytek Group. Mr. Li is a member of the International Eurasian Academy of Sciences and a fellow of the International Institute of Electrical and Electronics Engineers (IEEE fellow). He was listed as one of the world's top 1,000 computer scientists by Guide2Research and ranked top 20 in Mainland China in 2020. Mr. Li is a renowned expert in areas such Internet, computer vision, cloud computing, Internet of Things and artificial intelligence. 07.02.2021 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |
| Language: | English |
| Company: | Haier Smart Home Co.,Ltd. |
| Haier Industrial Park, Laoshan District | |
| 266101 Qingdao | |
| China | |
| Internet: | www.haier.net |
| End of News | DGAP News Service |
1166461 07.02.2021
