DGAP Post-admission Duties announcement: Haier Smart Home Co.,Ltd. / Third country release according to Article 50
Para. 1, No. 2 of the WpHG [the German Securities Trading Act]
Haier Smart Home Co.,Ltd.: Announcement On Proposed Election Of Additional Directors
2021-02-07 / 16:24
Dissemination of a Post-admission Duties announcement according to Article 50 Para. 1, No. 2 WpHG transmitted by DGAP -
a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Announcement On Proposed Election Of Additional Directors
Qingdao / Shanghai / Frankfurt / Hong Kong, 07 February 2021 - Haier Smart Home Co., Ltd. (D-Share 690D.DE, A-Share
600690.SH, H-Share 06690.HK) published today an announcement on the Shanghai Stock Exchange and on the Hongkong Stock
Exchange with regard to Proposed Election of Additional Directors.
The board of directors (the "Board") of Haier Smart Home Co., Ltd. (the "Company", together with its subsidiaries
as the "Group") announces that:
Following the completion of the listing of H shares by way of introduction and the transaction on privatisation of
Haier Electronics Group Co., Ltd. (stock code: 1169) by the Company, to further improve the corporate governance,
better realise the synergy and enhance diversity of the Board, the Company intends to elect additional directors,
namely Mr. Xie Ju Zhi as the executive director of the Company, and Mr. Yu Hon To, David and Ms. Eva Li Kam Fun as the
non-executive directors of the Company. The aforementioned director candidates have been considered and approved at the
Board meeting. The term of office shall commence from the date on which their appointments are approved at the general
meeting of the Company until the date on which the term of the current session of the Board expires. Upon expiration of
their terms of office, they may be re-elected. The biographical details of the aforementioned director candidates are
set out in Appendix I to this announcement.
To promote the Internet of Things Strategy of the Company and enrich the diversity of the Board, according to the
relevant provisions of the Company Law of the People's Republic of China and the Articles of Association of the Company
as well as the opinions of the Nomination Committee under the Board, the Board has agreed that Mr. Li Shipeng is
nominated as the independent non-executive director, whose term of office shall be the same as the tenth session of the
Board. His qualifications as the independent non-executive directors have been filed with the Shanghai Stock Exchange
with no objection. Please refer to Appendix II for the biographical details of Mr. Li Shipeng.
Mr. Li has extensive experience in several sectors, including Internet of Things technologies and artificial
intelligence. Not only will his joining be able to promote the diversity of Board members, but also speed up planning
and implementation of the Company's strategies of being the Internet of Things ecology brand.
The nomination of Mr. Li was made by the Company after taking into consideration of the diversity of Board members in
respect of several factors, including cultural and educational background, professional experience, skills and
expertise in particular. It is based on the value and contributions that can be made by the candidate to the Board,
evaluated on an objective bases, after taking into full consideration of the benefits on the diversity of the Board
members, and implemented in accordance with the law, regulations and relevant provisions of securities regulatory
authorities.
As of the date of this announcement, save as disclosed in this announcement, in the past three years, each of the
director candidates have not held any directorship in any other public companies the securities of which are listed on
any securities market in Hong Kong or overseas, nor served other positions in other members of the Group, and do not
have any other major appointments or professional qualifications. The director candidates do not have other
relationship with any directors, supervisors, senior management or substantial shareholders or controlling shareholders
of the Company and do not hold any interest in the shares of the Company or its associated companies within the meaning
of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). There is or was no
information in relation to the appointment of the director candidates which is required to be disclosed pursuant to the
requirements set out in 13.51(2) (h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of
Hong Kong Limited nor are there any matters which need to be brought to the attention of the shareholders of the
Company.
If appointed, the Company will enter into service contracts with each appointed director. The directors fee is the same
as that of the current tenth session of the Board (RMB200,000 per annual for each director).
The Board has agreed to submit the above-mentioned proposal for election of additional directors to the Company's first
extraordinary general meeting of 2021 (the "EGM") for consideration and approval. A circular containing, among other
things, the relevant information on the proposed election of additional directors, together with the notice of
convening the EGM, will be despatched to the shareholders of the Company in due course.
The Board of Directors
Haier Smart Home Co., Ltd.
Appendix I: Biographical Details of Additional Directors to be Elected
Mr. XIE Ju Zhi (Mr. XIE), aged 54, graduated from Shandong University of Finance and Economics in July 1989 with a
bachelor's degree, and joined Haier Group Corporation in the same year. Mr. Xie has experience in whole-process product
management, product-wide services and product-wide marketing. Mr. Xie had held senior positions in Electrothermal
Division of the Haier Group Corporation and East China Marketing and Promotion Division of the Haier Group Corporation,
and served as the Corporate General Manager of the Customer Services of the Haier Group Corporation since August 2002.
Since July 2012, he has been the Vice President of Haier Group Corporation, and he has been in charge of Haier Group
Corporation's integration of community sales services in first and second-tier cities, and developing the online and
offline sales of new household products. From December 2015 to date, he has been managing the newly developed business
segments of Haier Group Corporation, including water purification, logistics, Haier home and Gooday services and has
started to concurrently manage the water heater business since 2019. He was appointed as the Chief Executive Officer
and an Executive Director of Haier Electronics Group Co., Ltd. ("Haier Electronics", a listed company of The Stock
Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange"), stock code: 1169) which was privatized and delisted
on 23 December 2020) since 27 March 2019. Mr. Xie was awarded honorary titles including the Gold Award of Outstanding
Contribution Award of China's Home Appliance Services Industry (???????????????) and Outstanding
Entrepreneur of Shandong Province (????????).
Mr. Xie is also a director of the following subsidiaries of Haier Smart Home: Haier Electronics Group Co., Ltd., Haier
Water Heaters Holdings (BVI) Ltd., Haier Washing Machines Holdings (BVI) Ltd., Haier Holdings (BVI) Limited, Qingdao
Haier Investment and Development Holdings (BVI) Limited, Bloom Trade Limited, Hong Kong Bolang Housewares Trading
Company Limited, Health Water Equipment (HK) Co., Ltd., Qingdao Haishi Water Equipment Co., Ltd. and its certain
subsidiaries, Haier Electronics Sales (HK) Company Limited, Qingdao Economy and Technology Development Zone Haier Water
Heater Co., Ltd., Chongqing Haier Water Heater Co., Ltd., Wuhan Haier Water Heater Co., Ltd., Zhengzhou Haier New
Energy Technology Co., Ltd., Qingdao Haier Smart Electrics Equipment Co., Ltd., Qingdao Haier New Energy Electrical
Technology Co., Ltd., Qingdao Haier Intelligent Electronics Co., Ltd., Youshuijia IoT Technology (Qingdao) Co., Ltd.,
Qingdao Goodaymart Lexinyun Technology Co., Ltd. and Designwelt (Shanghai) Co., Ltd. subsidiaries.
As at the date of this announcement, Mr. Xie holds 715,444 H shares of the Company.
Mr. YU Hon To, David (Mr. YU), aged 72. Mr. Yu holds a Bachelor of Social Science degree from The Chinese University of
Hong Kong. Mr. Yu is a Fellow of the Institute of Chartered Accountants in England and Wales and an Associate Member of
Hong Kong Institute of Certified Public Accountants. He is a chartered accountant with over 40 years' experience in the
fields of auditing, corporate finance (including advisory on IPO, mergers & acquisitions and financial restructuring),
financial investigation and corporate governance. Mr. Yu was formerly a partner of Coopers & Lybrand (now merged as
PricewaterhouseCoopers) in Hong Kong with extensive experience in the corporate finance advisory assignments in Greater
China for Hong Kong corporations, private equity groups and multinationals. Mr. Yu also served as an independent
non-executive director and the chairman of the audit committee of Haier Electronics, a subsidiary of the Company, over
the past three years.
Mr. Yu had served various public offices including being a member of the Listing Committee of the Hong Kong Stock
Exchange from 1992 to 1995, a member of the Investment Committee and the Audit Committee of Employees Retraining Board
(established under the Employees Retraining Ordinance of Hong Kong) from 1999 to 2020, and a member of the Board of
Review (established under Inland Revenue Ordinance of Hong Kong) from 2006 to 2012. Mr. Yu is currently an independent
non-executive director of several other companies listed on the Hong Kong Stock Exchange, namely China Renewable Energy
Investment Limited (stock code: 987), Media Chinese International Limited (stock code: 685), One Media Group Limited (MORE TO FOLLOW) Dow Jones Newswires
February 07, 2021 10:25 ET (15:25 GMT)
