According to the announcement, ZTE, the controlling shareholder of ZTE, submitted three interim proposals on June 13
It is worth mentioning that ZTE's 12 - day evening announcement and wholly owned subsidiary, xxxxxxxxx and BIS reached an alternative settlement agreement, which includes a number of provisions, including ZTE will pay a total of $1 billion 400 million in civil fines, and BIS will issue a new refusal order for ten years; ZTE needs to replace the listed company And all the board members of Zhongxing Kang Xun, terminating the contract with responsible management or senior staff, and providing export control training for management and employees.
The three provisional proposals put forward by today's controlling shareholders are under this background. In accordance with the alternative settlement agreement, the directors of ZTE will be resigning the position of the directors of the company at the time of the 2017 shareholders meeting of the company, as well as the positions of the Specialized Committee in the board of directors.
The provisional proposal proposed the election of 5 directors and 3 independent directors, while the amendments to the articles of association and the rules of the board of directors were paved for the election of members of the board of directors. In particular, the revised articles of association exclude the request that "the chairman must be produced among the directors of the company or senior management for more than three years", and the other changes include "independent non executive directors are not less than 1/3 of the board members", and the "independent non executive director five" is modified. "Independent non-executive directors shall be less than 1/3 of the board members". The revised rules on Directors' meetings exclude the qualifications of the chairman of the company, which includes the requirements of "serving as the director of the company or senior management for more than 3 years".
Candidates nominated as ZTE communications director include Li Zixue, Li Buqing, Gu Jun camp, Zhumin and banyan. The candidates nominated as independent directors are Cai Manli, Yuming Bao (Bao Yuming) and Wu Jundong. The term of term of the candidates is from the date of approval by the shareholders' meeting until the expiration of the seventh term of the board of directors of the company, that is, 2 In March 29th, 019.
The board's candidates are all from ZTE's new multi shareholder camp. Li Zixue was the Secretary and deputy director of the Xi'an Microelectronics Technology Research Institute, a new shareholder in ZTE, and Li Buqing was a director of the new shareholder in Zhongxing's Shenzhen Aerospace Industry Co., Ltd., and Gu Jun was the assistant director of the new indirect shareholder of China Aerospace Electronics Technology Research Institute in ZTE; the people were in Shenzhen, a new shareholder in ZTE. As a director of Xingwei Xian Tong Equipment Co. Ltd., Fang Rong is the director and executive vice president of Zhongxing new stock company Zhongxing Development Co., Ltd.
Of the independent director candidate, Cai Manli has been engaged in the supervision of the listed companies in the SFC; the current Jerry shares of Yuming Bao (Bao Yuming) and the vice president and chief forensic officer of the Affiliated Companies Jerry group; Wu Jundong is an independent director of China Aerospace Wanyuan and Feida holdings.
At present, there are 14 members of ZTE's board of directors, including Chairman Yin Yimin, President Zhao Xianming and two vice chairmen.