The 17th meeting of the 8th Board of Directors of Hunan Jiangnan Hongjian Co., Ltd. (hereinafter referred to as "the Company") was convened on October 24, 2013, following distribution of the notice via fax and mail on October 11, 2013. The meeting was conducted through communication voting, with all six directors—Qi Zhenwei, Liao Ping, Yang Qingnian, Xiang Xianhu, Huang Haibo, and Yuan Chunxiao—participating in the voting process. The proceedings were in accordance with the provisions of the Company Law and the company's Articles of Association.
In light of the Company’s major asset restructuring, which involved the issuance of shares to acquire 100% equity in Zhongnan Diamond Co., Ltd. (formerly a limited liability company that has since reorganized and is now known as Zhongnan Diamond Co., Ltd.), significant changes occurred in both the controlling shareholder and core business operations. As a result, all current directors resigned from their positions. In response, the Board of Directors proposed additional candidates for election at the General Meeting of Shareholders.
The meeting approved the nomination of six non-independent director candidates: Zhang Zhenhua, Li Yushun, Niu Jianwei, Lu Canhua, Shen Xingliang, and Wen Zhenxiang, for the eighth term of the Board of Directors. It also approved the nominations of independent directors Li Zhihong, Li Xiaolong, and Zheng Jinqiao.
**Non-Independent Director Candidates' Resumes**
Zhang Zhenhua, male, born in November 1963, holds a master’s degree and is a senior engineer at the researcher level. He previously served as the director of State-owned No. 5104 Factory and currently acts as the director and general manager of Yuxi Industrial Group Co., Ltd., as well as chairman of Zhongnan Diamond Co., Ltd. Mr. Zhang has a relationship with the company’s controlling shareholder and actual controller. He does not currently hold any shares in the Company, has not been subject to penalties from the China Securities Regulatory Commission or other relevant authorities, nor has he been disciplined by the stock exchange. He meets all legal requirements for serving on the Board.
Li Yushun, male, born in November 1963, holds a bachelor’s degree and is a senior engineer at the researcher level. He previously served as director of the Press Branch of State-owned No. 5123 Factory and as deputy general manager of Zhongnan Diamond Co., Ltd. Currently, he serves as director and chief executive officer of Zhongnan Diamond Co., Ltd. Mr. Li has no relationship with the controlling shareholder or actual controller of the Company. He does not hold any shares in the Company, has not been penalized by the CSRC or other regulatory bodies, and has not faced disciplinary actions from the stock exchange. He fulfills all necessary qualifications for board membership.
Niu Jianwei, male, born in November 1962, holds a master’s degree and is a senior engineer at the researcher level. He previously served as chairman of the Supervisory Board of China South Diamond Co., Ltd. and currently holds the positions of director and deputy general manager of Zhongnan Diamond Co., Ltd. Mr. Niu has no relationship with the controlling shareholder or actual controller of the Company. He does not currently hold any shares in the Company and has not been punished by the CSRC or other relevant departments. He complies with all legal requirements for serving on the Board.
Lu Canhua, male, born in October 1964, holds a bachelor’s degree and is a senior engineer at the researcher level. He previously served as deputy director of the Diamond Branch of State-owned No. 5123 Factory and as deputy general manager of Zhongnan Diamond Co., Ltd. He currently serves as a director of Zhongnan Diamond Co., Ltd., as well as Executive Director of Zhongnan Jiete Superhard Materials Co., Ltd. and Shenzhen Zhongnan Diamond Co., Ltd. Mr. Lu has no relationship with the controlling shareholder or actual controller of the Company. He does not hold any shares in the Company and has not been sanctioned by the CSRC or other regulatory agencies. He meets all legal and regulatory conditions for board service.
Shen Xingliang, male, born in April 1968, holds a bachelor’s degree and is a senior accountant. He previously worked as finance director, supply manager, and deputy chief accountant at Hubei Xinhuaguang Information Materials Co., Ltd. He currently serves as director and chief accountant of Zhongnan Diamond Co., Ltd. Mr. Shen has no relationship with the controlling shareholder or actual controller of the Company. He does not currently hold any shares in the Company and has not been punished by the CSRC or other relevant authorities. He meets all required conditions for board service.
Wen Zhenxiang, male, born in October 1964, holds a bachelor’s degree and is a senior engineer and accountant. He previously served as deputy chief economist of State-owned No. 5103 Factory, director of the Enterprise Management and Reform Department, assistant general manager of Henan North Hongyang Industry Co., Ltd., and secretary of the Board of Directors of Henan West Industrial Group Co., Ltd. He currently serves as Secretary of the Board of Directors, General Counsel, Capital Operation Department Head, and member of the Disciplinary Committee of Yuxi Industrial Group Co., Ltd. He also serves as director of several affiliated companies. Mr. Wen has a relationship with the controlling shareholder and actual controller of the Company. He does not currently hold any shares in the Company and has not been sanctioned by the CSRC or other regulatory bodies. He meets all legal requirements for board service.
**Independent Director Candidates' Resumes**
Li Zhihong, male, born in April 1955, holds a bachelor’s degree and is a professor-level senior engineer. He previously served as Deputy Secretary-General of the Superhard Materials Association and currently serves as Secretary-General of the Superhard Materials Branch of the China Machine Tool Industry Association and Deputy Chief Engineer of the Zhengzhou Abrasives Grinding Research Institute. Mr. Li has no relationship with the controlling shareholder or actual controller of the Company. He does not currently hold any shares in the Company, has not been punished by the CSRC or other relevant departments, and has not faced disciplinary actions from the stock exchange. He meets all legal and regulatory requirements for board service.
Li Xiaolong, male, born in October 1969, holds a Ph.D. and is an associate professor. He previously worked at the Party Schools of Wuyuan County and Heilongjiang Province and currently serves as Deputy Dean of the School of Law at Tianjin University of Finance and Economics. He also serves as an independent director for several companies, including Beijing Jiaqu Technology Co., Ltd., Zhejiang Yueling Co., Ltd., Shandong Xinmei Machinery Equipment Co., Ltd., and Zhongnan Diamond Co., Ltd. Mr. Li has no relationship with the controlling shareholder or actual controller of the Company. He does not currently hold any shares in the Company and has not been punished by the CSRC or other relevant authorities. He meets all necessary qualifications for board service.
Zheng Jinqiao, male, born in March 1964, holds a master’s degree and is a senior accountant. He previously served as a partner at Yuehua Certified Public Accountants and as chairman of Jiafucheng International Capital Co., Ltd. He currently serves as an independent director at Zhongyuan Yingshi Fund Management Co., Ltd. Mr. Zheng has no relationship with the controlling shareholder or actual controller of the Company. He does not currently hold any shares in the Company and has not been sanctioned by the CSRC or other regulatory bodies. He meets all legal and regulatory conditions for board service.
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