news

Valin Precision's "internal fighting" escalates: Chairman, President, and CFO all resign

2024-08-27

한어Русский языкEnglishFrançaisIndonesianSanskrit日本語DeutschPortuguêsΕλληνικάespañolItalianoSuomalainenLatina

On August 26, Hualing Precision (603356.SH, stock price 10.92 yuan, market value 1.456 billion yuan) suddenly announced that it had recently received aDirector and Chairman Luo Xu, President Sheng Min, and Chief Financial Officer Zhang Genhong submitted written resignation reports, and all three resigned due to "personal reasons."

On the same day, Valin Precision also announced that it would cancel some proposals and add temporary proposals at the second extraordinary shareholders' meeting in 2024 to be held on September 6, including the re-election of company directors and the removal of independent directors.Shareholder JEDENG ZERO CARBON(Jiangsu) New Energy Technology Co., Ltd. (hereinafter referred to as "Jie Deng Zero Carbon") has added more thanShareholder Huang Yip WahAdded new proposal.

Chairman and President both resigned

According to two announcements released by Valin Precision on August 26, Luo Xu resigned from the positions of director and chairman of the company's fourth board of directors, as well as from the board's strategic committee and compensation and assessment committee; Sheng Min resigned from the board of directors as president; and Zhang Genhong resigned from the board of directors as chief financial officer and vice president.

The 2023 annual report shows that Luo Xu was once the director, vice president and secretary of Baoxin Technology, director of Jiangsu Baoxin Technology Research Institute Co., Ltd., and director of Anhui Baoxin Solar Technology Co., Ltd.; he is currently the executive director and general manager of Xuancheng Anhua Mechanical and Electrical Equipment Co., Ltd. Sheng Min was once the director and vice president of Baoxin Technology; he is currently the director of Anhui Baoxin Solar Technology Co., Ltd., executive director and general manager of Zhengzhou Baoxin Smart Technology Co., Ltd., and executive director of Anhui Baoxin Intelligent Manufacturing Co., Ltd.

According to the announcement, due to the resignation of Luo Xu, a director of Valin Precision, from his position as a director, the original proposal of the shareholders' meeting "to remove Luo Xu from his position as a non-independent director of the fourth board of directors" was cancelled.

andBoth Huang Yehua and Jiedeng Zero Carbon put forward proposals that are beneficial to their own companies.Among them, Huang Yehua added three new proposals, including "On theHe Jiarui was removed from the position of independent director of the fourth board of directorsProposal on the post ofZhao Borui was elected as the independent director of the company's fourth board of directorsand theElected as a non-independent director of the fourth board of directors of XiaohuaThe proposal.

Jiedeng Zero Carbon added five new proposals, including "Proposal on the Supplementary Election of Non-Independent Directors of the Fourth Board of Directors of the Company" and "Proposal on theLiu Yu was removed from the position of independent director of the fourth board of directorsProposal on the post ofLi Jingjing was elected as the independent director of the company's fourth board of directorsThe proposal onChen Guofang was elected as the independent director of the company's fourth board of directorsThe proposal onZong Shanshan was elected as the non-employee representative supervisor of the company's fourth board of supervisorsThe proposal.

Another dissenting vote at the board of supervisors meeting

It is worth noting that Jiang Zhenhua, Chairman of the Supervisory Board of Valin Precision, delivered a notice of the Supervisory Board meeting to all supervisors of the company verbally and via WeChat on August 24, proposing to hold the 16th meeting of the fourth Supervisory Board of the company. The meeting was held at 10:00 am on August 26 by correspondence and was convened and presided over by Jiang Zhenhua.

The Supervisory Board meeting reviewed and approved the "Proposal on Hiring a Law Firm to Witness the Second Extraordinary General Meeting of Shareholders in 2024". The proposal stated that the Supervisory Board, as the convener of the Second Extraordinary General Meeting of Shareholders in 2024, intends to hire Beijing Cube Law Firm to witness the convening of the shareholders' meeting in accordance with the Company Law, the Articles of Association and other regulations. The cooperation period will end at the end of this shareholders' meeting.

The voting results of the Supervisory Committee meeting were 2 votes in favor, 0 abstentions, and 1 vote against.Jin Shichun's objection was that he believed the reason for the proposal was unclear and the proposer did not specify which clause in the Company Law or the Articles of Association required it.It believes that the above proposals do not fall within the scope of the Supervisory Board's review and should not be reviewed by the Supervisory Board.

On August 16, the Supervisory Board of Hualing Precision reviewed and passed the "Proposal on Re-election of the Chairman of the Supervisory Board" and the "Proposal on Convening the Second Extraordinary General Meeting of Shareholders in 2024", and Jin Shichun also voted against it.

On August 20, Valin Precision disclosed the "Special Legal Opinion of Beijing Cube Law Firm on the Proposal of Shareholders of Xuancheng Valin Precision Technology Co., Ltd. to Convene an Extraordinary General Meeting of Shareholders", which showed that the lawyer believed that Huang Yehua, as a shareholder holding more than 10% of the company's shares, had the right to propose to the Supervisory Board to convene an extraordinary general meeting of shareholders in accordance with the law when the Valin Precision Board of Directors actually refused to convene an extraordinary general meeting of shareholders. There was no procedural flaw in the Valin Precision Supervisory Board convening the second extraordinary general meeting of shareholders in 2024 based on Huang Yehua's proposal.

As for whether Taihota (Nanjing) Law Firm, which has been serving Valin Precision in the past, will also participate in witnessing the second extraordinary general meeting of shareholders in 2024, it is not yet known.