Stock Code: 200771 Stock ID: Hangqilun B Announcement No.: 2023-47
Hangzhou Steam Turbine Power Group Co., Ltd.
Resolutions of the 34th Meeting of the 8th Term of Board
The members of the Board and the Company acknowledge being responsible for the truthfulness,
accuracy, and completeness of the announcement. Not any false record, misleading statement or
significant omission carried in this announcement.
The notice for calling of the 34th Meeting of the 8th Board of Directors of Hangzhou Steam
Turbine Power Group Co., Ltd. was served on June 5,2023, and the meeting was held in the June 9,
2023 in the meeting room No.304 of Steam turbine power Building of the Company. The meeting
was held by way of onsite meeting voting as well. All of the 9 directors attended the meeting and
examined and voted on the proposals on the meeting. Directors present at the meeting voted on
the proposals.The supervisors and senior executives of the Company observed the meeting. The
meeting procedures are legal and complying with the Company Law and Articles of Association.
The meeting was hosted by Chairman Zheng Bin.
The following proposals were examined at the meeting and passed by open ballot：
1.Proposal on Candidates for Directors and Independent Directors of the Ninth Board of
Directors
Due to the need for the renewal of the Company's board of directors, the Company's current
board of directors deliberated on the candidates for the ninth board of directors. After voting by
the directors attending the meeting, the proposal for candidates for directors and independent
directors of the ninth session of the board of directors was deliberated and approved, including:
Zheng Bin is a candidate for director for the ninth term of the Board of Directors,9 votes in favor,
0 objection, 0 waive, the proposal was adopted.
Yang Yongming is a candidate for director for the ninth term of the Board of Directors, 9
votes in favor, 0 objection, 0 waive, the proposal was adopted.
Ye Zhong is a candidate for director for the ninth term of the Board of Directors, 9 votes in
favor, 0 objection, 0 waive, the proposal was adopted.
Pan Xiaohui is a candidate for director for the ninth term of the Board of Directors, 9 votes
in favor, 0 objection, 0 waive, the proposal was adopted.
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Li Bo is a candidate for director for the ninth term of the Board of Directors, 9 votes in
favor, 0 objection, 0 waive, the proposal was adopted.
Zhang Hejie is a candidate for independent director for the ninth term of the Board of
Directors, 9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
Xu Yongbin is a candidate for independent director for the ninth term of the Board of
Directors, 9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
Yao JianhuaZ is a candidate for independent director for the ninth term of the Board of
Directors, 9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
Jin Yingchun is a candidate for independent director for the ninth term of the Board of
Directors, 9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
For details of the statement of the nominator for independent directors and the statement of
the candidate, please refer to the announcement disclosed by the Company on the Cninfo
Information Network (http://www.cninfo.com.cn) on June 10, 2023: "Statement of Nominator of
Hangzhou Steam Turbine Power Group Co., Ltd.(Announcement No.:2023-52)" and "Statement
of Candidate for Independent Director of Hangzhou Steam Turbine Power Group Co., Ltd.
(Announcement No.:2023-53)".
For details of the above-mentioned candidates' resumes, please refer to the Annex: "Resumes
of Candidates for the Ninth Term Directors and Independent Directors of the Company".
The proposal needs to be submitted to the Company's first Provisional general meeting of
shareholders of 2023 for consideration. The qualification and independence of independent
director candidates need to be filed and reviewed by Shenzhen Stock Exchange without objection
before it can vote in the general shareholders' meeting.
II.Remuneration management system for directors and senior management (Revision 2023)
9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
For details of the proposal please refer to the announcement disclosed by the company on
http://www.cninfo.com.cn on June 10, 2023(Announcement No.:2023-49) .
The proposal needs to be submitted to the Company's first Provisional general meeting of
shareholders of 2023 for consideration.
III.Proposal on Allowances for Independent Directors and Employee Supervisors of the
Company
9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
The standard of independent director allowance approved by the board of directors is: 150,000
yuan/year/person (including tax). The allowance standard for employee supervisor is: 20,000
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yuan/year/person (tax included)
The proposal needs to be submitted to the Company's first Provisional general meeting of
shareholders of 2023 for consideration.
IV. Proposal on Applying for a Credit Line of 1 Billion Yuan from the Jiefang Road
Sub-branch of the Agricultural Bank of China
9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
In order to meet the Company's capital turnover needs, the Company intends to apply for a
comprehensive credit line of RMB 1 billion from the Jiefang Road Sub-branch of the Agricultural
Bank of China, and the credit method is guarantee-free credit. The credit can be used for short and
medium-term working capital loans, bankers' acceptances, trade finance loans, foreign-related
letters of credit, domestic letters of credit, domestic non-financing guarantees, foreign-related
non-financing guarantees, capital transaction business, etc., the specific business types are subject
to the credit business contract signed between the Company and the bank, and the credit maturity
date is February 28, 2025.
V. Proposal on Ranchuang Company’s waiver of the Preferential right to transfer of the
equity of Western Power
9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
For details of the proposal please refer to the announcement disclosed by the company on
http://www.cninfo.com.cn on June 10, 2023(Announcement No.:2023-50).
VI. Proposal of calling the First provisional Shareholders’ General Meeting of 2023
9 votes in favor, 0 objection, 0 waive, the proposal was adopted.
For details of the proposal please refer to the announcement disclosed by the company on
http://www.cninfo.com.cn on June 10, 2023(Announcement No.:2023-51).
This announcement is hereby made.
The Board of Directors of Hangzhou Steam Turbine Power Group Co., Ltd.
June 10 ,2023
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Annex: Resumes of director and independent director candidates of the ninth board of
directors of the Company
1.Non-independent director candidate：
Mr. Zheng Bin, born in November 1964, CCP member, university graduate, senior economics
professional certification. He served as vice chairman and Vice General Manager , Party Secretary
and Chairman of Hangzhou Steam Turbine Power Group Co., Ltd.. He was engaged the vice
Chairman at the 4th term of Board on March 2009 ,Vice Chairman at the 5th term of Board on
June 2010, He was engaged the Director and General Manager of the Company on June 2013, He
was engaged the Chairman at the 6th term of Board on December 2014. He was elected as
Chairman of the 7th term of board of directors on May 2016. Currently is the 8th chairman of the
company.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; He holds
325,000 shares of restricted shares of the Company's equity incentive; not been punished by the
China Securities Regulatory Commission and other relevant departments or subject to disciplinary
action by the stock exchange, and have not been placed on file for investigation by judicial organs
for suspected crimes or by the China Securities Regulatory Commission for suspected violations
of laws and regulations; not been publicized by the China Securities Regulatory Commission on
the securities and futures market information disclosure platform for illegal and dishonest
information, nor has been included in the list of defaulters subject to enforcement by the people's
court; there is no circumstance in which the nomination as a director is prohibited as stipulated in
the first paragraph of Article 3.2.2 of the " No. 1 Guidelines for Self-Regulatory
Supervision--Standard Operation of Main Board Listed Companies".
Mr. Ye Zhong: born in April 1968, CCP member; bachelor degree; professor and senior engineer.
He served as director of Hangzhou Steam Turbine Power Group Co., Ltd.Started working in July
1990. he was the director of the 2nd term of Board, Chief Engineer; director of the 3rd term of
Board, Vice General Manager; Director of the 4th and 5th terms of Board, Vice General Manager,
and Chief Engineer. He’s the Standing Vice General Manager, director and Chief Engineer of the
6th term of Board of the Company, and General Manager of the 4 Company since December 2014.
He was elected as director and General Manager of the 7th term of board of directors on May
2016. Currently is the 8th Director and General Manager of the company.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; He holds
325,000 shares of restricted shares of the Company's equity incentive;, not been punished by the
China Securities Regulatory Commission and other relevant departments or subject to disciplinary
action by the stock exchange, and have not been placed on file for investigation by judicial organs
for suspected crimes or by the China Securities Regulatory Commission for suspected violations
of laws and regulations; not been publicized by the China Securities Regulatory Commission on
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the securities and futures market information disclosure platform for illegal and dishonest
information, nor has been included in the list of defaulters subject to enforcement by the people's
court; there is no circumstance in which the nomination as a director is prohibited as stipulated in
the first paragraph of Article 3.2.2 of the " No. 1 Guidelines for Self-Regulatory
Supervision--Standard Operation of Main Board Listed Companies".
Mr. Pan Xiaohui, born in November 1978, a member of the Communist Party of China, is a senior
accountant with a university degree. He served as vice chairman of Hangzhou Steam Turbine
Holdings Co., Ltd. He joined the Hangzhou Municipal Finance Bureau in 2003 and served
successively as a section member, deputy division chief of Comprehensive Office and division
chief of account of Bureau of Financial Supervision and Inspection of Hangzhou Municipal
Finance Bureau. From February 2021, Currently is the 8th Director of the company.
And has a relationship with Hangzhou State-owned Capital Investment and Operation Co., Ltd-the
indirect controlling shareholder of the Company, and has a relationship with Hangzhou Steam
Turbine Holdings Co., Ltd-the direct controlling shareholder of the Company; other directors,
supervisors and senior management personnel; does not hold shares of the Company; not been
punished by the China Securities Regulatory Commission and other relevant departments or
subject to disciplinary action by the stock exchange, and have not been placed on file for
investigation by judicial organs for suspected crimes or by the China Securities Regulatory
Commission for suspected violations of laws and regulations; not been publicized by the China
Securities Regulatory Commission on the securities and futures market information disclosure
platform for illegal and dishonest information, nor has been included in the list of defaulters
subject to enforcement by the people's court; there is no circumstance in which the nomination as
a director is prohibited as stipulated in the first paragraph of Article 3.2.2 of the " No. 1 Guidelines
for Self-Regulatory Supervision--Standard Operation of Main Board Listed Companies".
Mr. Li Bo, born in June 1974, is a member of the Communist Party of China with a doctorate
degree and a doctorate degree from Pennsylvania State University. In July 1997, he joined the
fourth company of China State Construction Group as a staff member of the development
department; In May 1998, he joined Lenovo Group Computer Company as the manager of the
development planning department/marketing department; In March 2000, he joined the business
development department of Sohu Company as a manager; In 2010, he joined the Beijing office of
Android Law Firm as a lawyer; In March 2012, he joined Norton Rose Fulbright LLP Beijing
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Office as a lawyer. In May 2015, he joined Amazon Investment (China) Co., Ltd as legal counsel;
In December 2015, he joined China Guoxin Holdings Co., Ltd. He is currently the deputy general
manager of Zhejiang Manufacturing Investment Management Co., Ltd and the assistant general
manager of Guoxin Guotong (Hangzhou) Equity Investment Co., Ltd.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; does not
hold shares of the Company; not been punished by the China Securities Regulatory Commission
and other relevant departments or subject to disciplinary action by the stock exchange, and have
not been placed on file for investigation by judicial organs for suspected crimes or by the China
Securities Regulatory Commission for suspected violations of laws and regulations; not been
publicized by the China Securities Regulatory Commission on the securities and futures market
information disclosure platform for illegal and dishonest information, nor has been included in the
list of defaulters subject to enforcement by the people's court; there is no circumstance in which
the nomination as a director is prohibited as stipulated in the first paragraph of Article 3.2.2 of the
" No. 1 Guidelines for Self-Regulatory Supervision--Standard Operation of Main Board Listed
Companies".
2. Independent director candidate
Mr. Zhang Hejie, born in January 1958, holds a master's degree in philosophy, a doctorate in
management, a visiting scholar at the University of Cambridge, and a professor and doctoral tutor
at the School of Economics and Management of Zhejiang University of Technology. the
Communication Review Expert of the National Natural Science Foundation. Currently is the 8th
Independent director of the company.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; does not
hold shares of the Company; not been punished by the China Securities Regulatory Commission
and other relevant departments or subject to disciplinary action by the stock exchange, and have
not been placed on file for investigation by judicial organs for suspected crimes or by the China
Securities Regulatory Commission for suspected violations of laws and regulations; not been
publicized by the China Securities Regulatory Commission on the securities and futures market
information disclosure platform for illegal and dishonest information, nor has been included in the
list of defaulters subject to enforcement by the people's court; there is no circumstance in which
the nomination as a director is prohibited as stipulated in the first paragraph of Article 3.2.2 of the
" No. 1 Guidelines for Self-Regulatory Supervision--Standard Operation of Main Board Listed
Companies".
Mr. Xu Yongbin, born in December 1962, is a member of the Communist Party of China and
doctor of management, and he has obtained the qualification certificate of independent director.
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He has served as a lecturer and associate professor of Hangzhou Business School, dean and
professor of the School of Finance and Accounting of Zhejiang Gongshang University, vice
president of Zhejiang Accounting Society, and vice president of Zhejiang Auditing Society. He is
currently a second-level professor and doctoral supervisor of Zhejiang Gongshang University.
He’s selected as a young and middle-aged academic leader in Zhejiang Province, a talent of
Zhejiang Province New Century 151 Talent Project Talents, and a talent of Zhejiang Province
"Five Batches" Talents. Currently is the 8th Independent director of the company.
Talent Project Talents, and a talent of Zhejiang Province "Five Batches" Talents.
Concurrent positions: Independent directors of 3 listed companies that are Zheshang Zhongtuo
(000906), Yongtai Technology (002326), and Zheshang Bank (601916), independent director of
Hangzhou Rural United Bank Co., Ltd, director of Accounting Society of China; executive
director of the Zhejiang Accounting Society and the vice president of the Zhejiang Association of
CFO.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; does not
hold shares of the Company; not been punished by the China Securities Regulatory Commission
and other relevant departments or subject to disciplinary action by the stock exchange, and have
not been placed on file for investigation by judicial organs for suspected crimes or by the China
Securities Regulatory Commission for suspected violations of laws and regulations; not been
publicized by the China Securities Regulatory Commission on the securities and futures market
information disclosure platform for illegal and dishonest information, nor has been included in the
list of defaulters subject to enforcement by the people's court; there is no circumstance in which
the nomination as a director is prohibited as stipulated in the first paragraph of Article 3.2.2 of the
" No. 1 Guidelines for Self-Regulatory Supervision--Standard Operation of Main Board Listed
Companies".
Mr. Yao Jianhua, born in December 1965, is a member of the Communist Party of China, with a
doctorate degree of Zhejiang University of Technology, and he is a Ph.D. Director of Engineering
and professor of Zhejiang University of Technology, he is a Special Expert of Zhejiang Province.
He is currently the dean of the School of Mechanical Engineering and the dean of the Laser
Advanced Manufacturing Research Institute of Zhejiang University of Technology, concurrently
holds the director of Chinese Mechanical Engineering Society and vice-chairman of
Zhejiang Nontraditional Machining Branch Engineering Society, and Standing member of heat
treatment branch, standing member of extreme manufacturing branch committee, Director of
China Optical Engineering Society, Vice Chairman of Zhejiang Mechanical Engineering Society,
Vice Chairman of Zhejiang Shipbuilding Society, etc. He’s selected into the National Hundred
Thousand Talents Project, the first batch of outstanding talents in Zhejiang Province's Ten
Thousand Talents Program, the first level of Zhejiang Province's 151 Talent Project, and won the
"National Young and Middle-aged Experts with Outstanding Contributions", "Zhou Zhihong
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Science and Technology Achievement Award", "Young and Middle-aged Experts with
Outstanding Contributions in Zhejiang Province", "Outstanding Teachers in Zhejiang Province
Colleges", "Excellent Communist Party Members in Zhejiang Province Colleges and Universities"
and other honors, and he is member of the 11th CPPCC Zhejiang Provincial Committee, enjoying
the Special government allowances. Currently is the 8th Independent director of the company.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; does not
hold shares of the Company; not been punished by the China Securities Regulatory Commission
and other relevant departments or subject to disciplinary action by the stock exchange, and have
not been placed on file for investigation by judicial organs for suspected crimes or by the China
Securities Regulatory Commission for suspected violations of laws and regulations; not been
publicized by the China Securities Regulatory Commission on the securities and futures market
information disclosure platform for illegal and dishonest information, nor has been included in the
list of defaulters subject to enforcement by the people's court; there is no circumstance in which
the nomination as a director is prohibited as stipulated in the first paragraph of Article 3.2.2 of the
" No. 1 Guidelines for Self-Regulatory Supervision--Standard Operation of Main Board Listed
Companies".
Ms. Jin Yingchun, born in November 1969, is a member of the Communist Party of China, and she
is senior lawyer, master of civil and commercial law from Zhejiang University, intermediate
economist, intermediate merger and acquisition expert, tutor of master of law at Zhejiang
University of Finance and Economics and Zhejiang Gongshang University, and she has obtained
the qualification certificate of independent director. She has served as a full-time and part-time
lawyer of Zhejiang Economic Law Firm, the founder and director of Zhejiang Tianyi Law Firm,
and she has severed as a special inspector of Zhejiang Provincial Political and Legal Committee;
currently, she is director of the Management Committee of Yingke Hangzhou Law Firm, vice
chairman of Hangzhou Lawyers Association, and Vice President of Zhejiang M&A Federation,
perennial legal advisor of Hangzhou Shangcheng District Committee. Won the honors of the
outstanding female lawyer of the first session in Zhijiang Province, the outstanding corporate
lawyer of Zhejiang Lawyers Association, and the outstanding lawyer Serving small and
medium-sized enterprises in Zhejiang Province.
Concurrent positions: Independent director of Zhejiang Jiaoke (002061), independent director of
Zhejiang Zheneng Gas Co., Ltd.; arbitrator of Hangzhou Arbitration Commission.
There is no related relationship with shareholders who hold more than 5% of the Company's
shares, actual controllers, other directors, supervisors and senior management personnel; does not
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hold shares of the Company; not been punished by the China Securities Regulatory Commission
and other relevant departments or subject to disciplinary action by the stock exchange, and have
not been placed on file for investigation by judicial organs for suspected crimes or by the China
Securities Regulatory Commission for suspected violations of laws and regulations; not been
publicized by the China Securities Regulatory Commission on the securities and futures market
information disclosure platform for illegal and dishonest information, nor has been included in the
list of defaulters subject to enforcement by the people's court; there is no circumstance in which
the nomination as a director is prohibited as stipulated in the first paragraph of Article 3.2.2 of the
" No. 1 Guidelines for Self-Regulatory Supervision--Standard Operation of Main Board Listed
Companies".
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