Xinhua Winshare Publishing and Media: Resignation of Independent Non-Executive Director

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新華文軒出版傳媒股份有限公司

XINHUA WINSHARE PUBLISHING AND MEDIA CO., LTD.

(A public limited company incorporated in the People’s Republic of China with limited liability)

(Stockcode: 811)

RESIGNATION OF AN INDEPENDENT NON-EXECUTIVE DIRECTOR

Advises “Plank“) of the administrators (the “Directors“) of Xinhua Winshare Publishing and Media Co., Ltd.* (the “Society“) announces that the Board has received a letter of resignation from Mr. Chan Yuk Tong (“Mr Chan“) on February 17, 2022. Mr. Chan has been an independent non-executive director of the Company since 2016. Since he was successively an independent non-executive director of the Company for six years, Mr. Chan applied to resign as a director independent non-executive and the respective functions of chairman of the audit committee (the “Audit Committee“) and the member of the Compensation and Review Committee (the “Remuneration and Review Committee“) of the Board in accordance with relevant regulations such as the Rules for Independent Directors of Listed Companies promulgated by the China Securities Regulatory Commission and Self-Regulatory Guideline No. 1 for Listed Companies of the Shanghai Stock Exchange Standardized operation promulgated by the Shanghai Stock Exchange. The above resignation will be effective as of the day on which the new independent non-executive director elected at the next general meeting of the Company takes office.

Given that after the resignation of Mr. Chan as an independent non-executive director, the number of independent non-executive directors of the Company will be less than one third of the total number of members of the board of directors and the number of independent non-executive directors with professional qualifications or expertise in accounting or related financial management will be below the minimum requirement, prior to taking office of the new independent non-executive director of the Company, Mr. Chan will continue to serve as an independent non-executive director. perform his duties and corresponding obligations as an independent non-executive director. executive director, chair of the audit committee and member of the compensation and review committee. The Company will complete the election of an independent non-executive director as soon as possible in accordance with the legal procedures stipulated in the relevant regulations such as the Companies Law of the People’s Republic of China and the Articles of Association. The Company will make an announcement on the election of the new independent non-executive director in due course.

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