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JINSHANG BANK CO., LTD.*
晉商銀行股份有限公司 *
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2558)
PROPOSED APPOINTMENT OF EXECUTIVE DIRECTORS
The board (the "Board") of directors (the "Director(s)") of Jinshang Bank Co., Ltd.* (the "Bank") is pleased to announce that:
On April 30, 2021, the Board considered and approved the proposed appointment of Ms. Hao Qiang (郝
強) ("Ms. Hao") as an executive Director of the Bank, and Mr. Zhang Yunfei (張雲飛) ("Mr. Zhang") as an executive Director and the vice president of the Bank, taking up duties and responsibilities of the president of the Bank. The appointment of each of Ms. Hao and Mr. Zhang as an executive Director is still subject to the approval by the shareholders of the Bank at a general meeting.
The biographical details of Ms. Hao and Mr. Zhang are as follows:
BIOGRAPHICAL DETAILS OF PROPOSED EXECUTIVE DIRECTORS
Ms. Hao Qiang (郝強), aged 48, was a vice president of the Bank from November 2017 to April 2021. Ms. Hao has over 25 years of experience in banking industry. She joined the Bank in September 2008 and worked at the preparatory team of the Bank from September 2008 to May 2009, and served as the general manager of the credit review department (授信審查部) of the Bank from May 2009 to May 2013, as the principal (負責人) and then the president of Jinyang sub-branch of the Bank from May 2013 to January 2015, as the assistant to the president of the Bank and the general manager of the corporate finance department (公司金融部) from January 2015 to November 2017, during which period she was also the general manager of the investment banking department (投資銀行部) of the Bank from April 2015 to January 2017 and as the secretary to the Board of Directors from June 2017 to April 2019. Prior to joining the Bank, Ms. Hao successively worked at the Taiyuan branch and Shanxi branch of Industrial and Commercial Bank of China Limited (中國工商銀行股份有限公司) ("ICBC") (a company listed on the Shanghai Stock Exchange with stock code 601398, and on The Stock Exchange of Hong Kong Limited with stock code 1398) from December 1993 to September 2008.
Ms. Hao obtained a bachelor's degree in English from Shanxi Normal University (山西師範大
學) in Shanxi Province, the PRC, in June 1993. She completed the on-the-job postgraduate study in finance of Shanxi University of Finance and Economics (山西財經大學) in Shanxi Province, the PRC, in July 2003. Ms. Hao completed the EMBA core courses training program of ICBC and obtained the training certificate in November 2005.
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Mr. Zhang Yunfei (張雲飛), aged 50, has been appointed as the vice president of the Bank
since April 2021, subject to the approval from Shanxi Regulatory Bureau of China Banking and Insurance Regulatory Commission (中國銀保監會山西監管局) ("CBIRC Shanxi Office"),
taking up duties and responsibilities of the president of the Bank and being responsible for the daily operation and management of the Bank. Mr. Zhang has more than 25 years of experience in banking industry. Mr. Zhang joined the Bank in September 2009 and worked at the Bank's risk management department from September 2009 to January 2014 and served as the general manager of the risk management department of the Bank from May 2013 to January 2014, and as the chief risk officer of the Bank from May 2011 to April 2021. Prior to joining the Bank, Mr. Zhang successively worked at the Taiyuan branch and Shanxi branch of ICBC (a company listed on the Shanghai Stock Exchange with stock code 601398, and on The Stock Exchange of Hong Kong Limited with stock code 1398) from December 2006 to August 2009.
Mr. Zhang obtained a bachelor's degree in international trade from Shanxi Economics Management College (山西經濟管理學院) (currently known as Shanxi University of Finance and Economics (山
西財經大學)) in Shanxi Province, the PRC, in July 1994. Mr. Zhang is a middle level economist granted by ICBC in July 1999. For the details of the warning Mr. Zhang received from CBIRC Shanxi Office as our chief risk officer in March 2018, please refer to the 2020 annual report of the Bank.
In the event that each of Ms. Hao and Mr. Zhang is appointed as an executive Director of the Bank, her/his qualification of directorship shall be subject to the approval by CBIRC Shanxi Office, and her/his term shall be effective from the date of approval by CBIRC Shanxi Office to the date of expiration of the term of office of the fifth session of the Board of the Bank, which may be terminated by the Directors with a written notice submitted to the Board, provided that she/he shall retire from office and offer herself/himself for re-election at the shareholders' general meeting in accordance with the articles of association of the Bank under any circumstances.
Upon approval of the appointment of each of Ms. Hao and Mr. Zhang as an executive Director by the shareholders at the general meeting and by CBIRC Shanxi Office, the Bank will enter into a service contract with each of Ms. Hao and Mr. Zhang. The Bank will determine each of Ms. Hao and Mr. Zhang's remuneration in accordance with the relevant provisions of the articles of association of the Bank and the Interim Measures for the Remuneration Administration of Persons
in Charge of Provincial State-Owned Local Financial Enterprises in Shanxi Province 《( 山西省 省屬國有地方金融企業負責人薪酬管理暫行辦法》) issued by Shanxi Finance Bureau as well
as her/his position and performance, whose remuneration are mainly comprised of base salary, performance-based remuneration, term incentive income, staff benefits, enterprise annuity, social insurance and housing provident fund contributed by the Bank.
Each of Ms. Hao and Mr. Zhang has confirmed that, save as disclosed above, as at the date of this announcement, she/he (i) has not held any directorship or supervisorship in other public companies during the last three years; (ii) has no any other major appointments and qualifications, nor held any position in the Bank or its subsidiaries; and (iii) does not have any interest in the shares of the Bank which are within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
Save as disclosed above, there are no other matters in relation to the proposed appointment of each of Ms. Hao and Mr. Zhang as an executive Director that need to be brought to the attention of the shareholders of the Bank or any other information that needs to be disclosed pursuant to the requirements of Rule 13.51(2)(h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").
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PROPOSED DESPATCH OF CIRCULAR
A circular of the general meeting containing, inter alia, details of the proposed appointment of each of Ms. Hao and Mr. Zhang as an executive Director to be approved by the shareholders, together with a notice of the general meeting, will be despatched to the shareholders in accordance with the relevant requirements under the Listing Rules and the articles of association of the Bank in due course.
By order of the Board
JINSHANG BANK CO., LTD.*
Li Weiqiang
Joint company secretary
Taiyuan, April 30, 2021
As at the date of this announcement, the Board comprises Mr. Li Shishan, Mr. Xiang Lijun, Mr. Liu Chenhang, Mr. Li Yang and Mr. Wang Jianjun as non-executive Directors; and Mr. Jin Haiteng, Mr. Sun Shihu, Mr. Wang Liyan, Mr. Duan Qingshan, Mr. Sai Zhiyi and Mr. Ye Xiang as independent non-executive Directors.
- Jinshang Bank 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/deposit-taking business in Hong Kong.
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