Mr. ANDY CHEUNG
Independent Non-Executive Director
Mr. EDWARD DAI
Independent Non-Executive Director
Dr. ALPHONSE GALDES
Independent Non-Executive Director
Dr. ROSS GROSSMAN
Independent Non-Executive Director
Mr. ROBIN MENG
Executive Director,
Chairman
Mr. ETHAN PAN
Independent Non-Executive Director
Dr. JOHN QUELCH
Independent Non-Executive Director
Dr. VICTOR SHI
Independent Non-Executive Director
Dr. LARRY WANG
Non-Executive Director,
Co-Founder
Ms. SALLY WANG
Executive Director, President, Co-Founder
Dr. FRANK ZHANG
Executive Director,
Co-Founder
Dr. LI ZHU
Executive Director,
Chief Strategy Officer
Mr. ANDY CHEUNG
Independent Non-Executive Director
Mr. ANDY CHEUNG is an independent non-executive Director of the Company, a member of the Audit Committee, Nomination Committee and Risk Management and ESG Committee.
Mr. Cheung has over 30 years of professional accounting and auditing experience. He has been a member of Hong Kong Institute of Certified Public Accountants since 1986 and was a member of its disciplinary panel from 2015 to 2020.
Mr. Cheung is currently serving as a director in various public companies in Hong Kong and the United States. Mr. Cheung has been an independent non-executive director and chairman of the audit committee of each of JW (Cayman) Therapeutics Co. Ltd and Hua Medicine, companies the shares of which are listed on the Stock Exchange (stock codes 2126 and 2552 respectively) since 2020 and 2023 respectively. In addition, Mr. Cheung has been an independent non-executive and chairman of the audit committee of CanSino Biologics Inc., a company the shares of which are listed on the Stock Exchange (stock code: 6185) and the Shanghai Stock Exchange (stock code: 688185), since 2024. He is also an independent director and the chairman of the audit committee of Adagene Inc., a company the shares of which are listed on Nasdaq Stock Market (stock code: ADAG), since 2021.
From 2018 to 2020, Mr. Cheung was the deputy area managing partner of Ernst & Young (“EY”) in Asia Pacific, overseeing its business operations, finance, information technology and risk management functions. During the same period, Mr. Cheung was a member of each of the EY Asia Pacific’s Area Operating Executives, EY’s Global Accounts Committee and EY’s Global Markets and Investment Committee. From 2013 to 2018, Mr. Cheung was EY’s assurance managing partner in Greater China, managing its audit, financial accounting advisory, forensic and climate changes and sustainability services. During that period, he was also a member of EY Greater China’s leadership team. Mr. Cheung’s other prior responsibilities with EY include his service as the chief operating officer of EY Hua Ming LLP from 2011 to 2013, an assurance partner of EY China from 2010 to 2011 and the area chief financial officer of EY Asia Pacific from 2009 to 2010. Prior to joining EY in 2006, Mr. Cheung was an assurance partner with PricewaterhouseCoopers Zhong Tian LLP and an assurance partner with Arthur Andersen in China and Hong Kong successively.
Mr. Cheung obtained a bachelor’s degree in accounting and finance from the University of Lancaster in the United Kingdom in 1982, and a master’s degree in accounting and finance from London School of Economics in the United Kingdom in 1983.
Mr. ZUMIAN DAI
Independent Non-Executive Director
Mr. ZUMIAN DAI is an independent non-executive Director of the Company. Mr. Dai is the chairman of the Audit Committee and the Remuneration Committee and a member of the Nomination Committee and the Strategy Committee.
Mr. Dai is a member of the Chinese Institute of Certified Public Accounts as well as a fellow of Association of Chartered Certified Accountants. From 1999 to 2006, he gained over seven years' experience in auditing. His experience in auditing includes that gained at PricewaterhouseCoopers Zhongtian Certified Public Accountants from 2005 to 2006.
Mr. Dai served as the chief financial officer of Shanghai Sanxi Information Technology Co., Ltd. (previously named Shanghai Jiuli Information Services Co., Ltd.) from 2021 to 2022 and was redesignated as its chairman in 2022. He has been an independent non-executive director of Beijing Hanyi Keyin Information Technology Co., Ltd. (SZ: 301270) since 2019. Mr. Dai served as the chief financial officer of Shanghai San xi Big Data Technology Co., Ltd. from 2019 to 2021; of Rose Only Group Co., Ltd. from 2017 to 2019; of Xiezhong International Holdings Limited (HKSE: 3663) which is listed on the Main Board of the Hong Kong Stock Exchange, from 2012 to 2017; and of Shanghai Golden Monkey Food Joint Stock Co., Ltd. from 2009 to 2012.
Mr. Dai was the qualified accountant and company secretary of Hisense Kelon Electrical Holdings Limited (HKSE: 921, SZSX: 000921), which is listed on the Main Board of the Hong Kong Stock Exchange and the Shenzhen Stock Exchange, from 2006 to 2007.
Mr. Dai graduated from Shanghai University of Finance and Economics in the PRC with a Bachelor of International Business Administration degree. He also holds an Executive Master of Business Administration degree from China Europe International Business School in the PRC earned in 2013.
Dr. ALPHONSE GALDES
Independent Non-Executive Director
Dr. ALPHONSE GALDES is an independent non-executive Director of the Company and a member of the Audit Committee.
Dr. Galdes possesses broad experience in drug discovery and biopharmaceutical CMC development. Dr. Galdes has worked as a director at Galdes Consulting LLC. since 2022, where he provides consulting services on overall, research and development, and CMC strategy for biopharmaceutical clients. Over the course of 27 years from 1995 to 2022, Dr. Galdes progressed towards senior executive positions at Biogen Inc. (NASDAQ: BIIB) (“Biogen”), most recently as executive vice president of Pharmaceutical Operations and Technology Division and a member of the executive team between 2019 and 2022. Dr. Galdes’s other prior responsibilities with Biogen include his service as interim senior vice president of the Biotherapeutic and Medicinal Sciences Division between 2016 and 2017, senior vice president of Asset Development and Portfolio Management Division and Pharmaceutical Operations and Technology Division jointly between 2015 and 2019 and senior vice president of Technical Development Pharmaceutical Operations and Technology Division between 2010 and 2015.
Prior to joining Biogen in 1995, Dr. Galdes was a senior director of drug discovery and director of biology at Ohmeda Pharmaceuticals (now part of Baxter HealthCare) from 1992 to 1995, Senior Scientist of Healthcare Research & Development of the BOC Group from 1984 to 1992, and a research associate at the Department of Biological Chemistry at Harvard Medical School from 1979 to 1984.
Dr. Galdes earned a doctorate in biochemistry from the University of Oxford, Oxford, in January 1979, where he was awarded Rhodes Scholarship to The Queen’s College in 1975, a master’s degree in biochemistry and a bachelor’s degree in chemistry and biology from the University of Malta, Malta, in June 1975 and June 1973 respectively.
Dr. ROSS GROSSMAN
Independent Non-Executive Director
Dr. ROSS GROSSMAN is an independent non-executive Director of the Company and a member of the Remuneration Committee.
Dr. Grossman has over 35 years of experience in human resources leadership and consultancy gained from his previous service in senior and executive positions at multinational financial services, pharmaceutical and biotechnology companies in the U.S. Dr. Grossman joined the Group in 2023 and currently serves as a consultant for Legend Biotech.
Since 2023, Dr. Grossman has served on the Board of Directors of Velox, Inc., a private global services provider committed to transforming medical technology (MedTech). He founded Stony Point Consulting, LLC in 2014, serving as the president. Between 2002 and 2013, he led the building and formulation of human resources infrastructure, process and strategy at Regeneron Pharmaceuticals (“Regeneron”) which resulted in a significant growth in the workforce from a few hundred to over 5,000 employees as Regeneron launched four new products. He retired from Regeneron in 2016. Between 2000 and 2002, he joined UBS AG (formerly Paine Webber) as the senior vice president of human resources of the Private Client Group. From 1998 to 2000, he was the chief human resources officer and a member of the Executive Committee for the US pharmaceutical business of Novartis Pharmaceuticals Corporation and served on the Novartis Global HR Leadership Team. He held various human resources leadership roles at Prudential Financial, Inc. between 1979 and 1998.
Dr. Grossman has served on the board of trustees and the executive committee of the Center for Excellence in Education in McLean, Virginia, since 2016, which encourages the best young scientists to focus their education and careers on the science, technology, engineering and mathematics (STEM) disciplines. He is currently the chairman of the board of trustees and a member of the executive committee of the Keck Graduate Institute in Claremont, California, one of the Claremont Colleges and a graduate university in the U.S. focused on the intersection of business and biotechnology after having served on the board of trustees since 2013.
Dr. Grossman earned a master’s degree in business administration (with a Finance and Marketing concentration) from the University of California, Los Angeles, in 1979, a doctorate in English from Claremont Graduate University in 1976, a master’s degree in English and American Literature from Claremont Graduate University in 1973, and a bachelor’s degree in English from California State University in 1972.
Mr. ROBIN MENG
Executive Director, Chairman
Mr. ROBIN MENG is an executive Director of the Company, chairman of the Board and chairman of the nomination committee of the Company and is primarily responsible for the development, positioning, and strategy planning of the Group.
Mr. Meng has over 29 years of experience in finance and accounting. Prior to joining the Group, he worked as the chief financial officer of Quay Magnesium from 2008 to 2010; the Asia finance controller of Saint Gobain Grains and Powder Division from 2004 to 2007; a branch finance manager and the accounting and IT manager of Schering-Plough China from 2000 to 2004; the national finance manager at Guangdong Whirlpool Home Appliance Group from 1999 to 2000.
Mr. Meng holds several advanced degrees, including a Bachelor of Engineering degree from Changsha Communications Institute (currently known as Changsha University of Science Technology), China; and a Master’s degree of finance degree from Queen’s university at Kingston, Canada.
Mr. JIUAN PAN
Independent Non-Executive Director
Mr. JIUAN PAN is an independent non-executive Director of the Company, member of the Audit Committee, the Nomination Committee, the Risk Management and ESG Committee and the Strategy Committee.
Mr. Pan has over 24 years of experience in human resources and management across various industries, including education, kitchen electrical appliances, office automated facilities, textile and garment. He is currently the chief executive officer of Ningbo Liangzhixin Culture Media Co., Ltd. Since 2021. Prior to that, he served as the chief executive officer of Shanghai FastLink Door Co., Limited in 2020; the chief human resources officer of Shanghai Lingjiao Enterprise Management Consulting Co. Ltd. from 2018 to 2020; the corporate group director of human resources of each of K-Boxing Men’s Wear (Shanghai) Co. Ltd. and Ningbo Fotile Kitchen Appliances Co. Ltd., from 2010 to 2013 and 2003 to 2010 respectively; the deputy manager, manager, and senior manager of Minolta Industries (HK) Limited from 1994 to 2002.
Mr. Pan obtained his bachelor degree in law from Central South University of Technology (now known as Central South University) in 1991. He obtained his qualification as a lawyer in the People's Republic of China in 1994. He also obtained the national manager qualification from Shanghai Jiao Tong University Center for Quality Management in 2016. He further obtained the certificate of chief human resources officer from Renmin University in 2019.
Dr. JOHN QUELCH
Independent Non-Executive Director
Dr. JOHN QUELCH is an independent non-executive Director and a member of the Strategy Committee and the Sub-Committee on Data Security and Geopolitical Resilience under the Risk Management and ESG Committee of the Company.
Dr. Quelch is an administrator and business school leader with more than four decades of experience in higher education, and is a renowned scholar on global strategy and branding, corporate governance, corporate sustainability, and customer behavior, especially in healthcare.
Dr. Quelch has served as the executive vice chancellor of Duke Kunshan University in Kunshan, China since December 2023. From January 2023 to December 2023, he served as the Leonard M. Miller University Professor at the University of Miami Herbert Business School. From July 2017 to December 2022, he also served as a dean of Miami Herbert Business School, and the University of Miami’s vice provost for executive education. Prior to that, Dr. Quelch was the Charles Edward Wilson Professor of Business Administration at Harvard Business School from February 2013 to June 2017. He also held a joint appointment as professor of health policy and management at the Harvard T.H. Chan School of Public Health of Harvard University. From February 2011 to January 2013, Dr. Quelch worked at China Europe International Business School as the dean, vice president and distinguished professor. From July 2001 to January 2011, he served as a senior associate dean and professor at Harvard Business School. From July 1998 to June 2001, Dr. Quelch served as the dean of London Business School. Dr. Quelch initially joined Harvard Business School in 1979, holding a number of positions over the years until 1998, including Sebastian S. Kresge Professor of Marketing and co-chair of the marketing department.
Dr. Quelch has served as a non-executive director of several publicly listed companies. He has been appointed as a director of Mynd.ai, Inc. (NYSE: MYND), a company the shares of which are listed on the New York Stock Exchange, since December 2023. He served as a director of Amerant Bancorp Inc. (NYSE: AMTB), a company the shares of which are listed on New York Stock Exchange, from April 2022 to May 2024. He served as a director of Relativity Acquisition Corp from March 2022 to March 2024. Relativity Acquisition Corp is a special purpose acquisition corporation whose units were formerly listed on the Nasdaq Stock Market with ticker symbol RACY between February 2022 and May 2024. He has served as a director of Industrial Human Capital, Inc. (“IHCI”) since October 2021. IHCI is a special purpose acquisition corporation whose units were formerly listed on the New York Stock Exchange with ticker symbol AXHU between October 14, 2021 and November 30, 2022.
His other prior directorships at publicly listed companies included Aramark Corporation (NYSE: ARMK) between 2016 and 2020, Gentiva Health Services Inc. (NASDAQ: GTIV) between 2006 and 2009, Pepsi Bottling Group (now identified as PepsiCo, Inc.) (NASDAQ: PEP) between 2005 and 2010, and Reebok International Limited (NSYE: RBK) between 1985 and 1997. In 2013, Dr. Quelch retired from the board of WPP plc (LSE: WPP, NYSE: WPP), a leading marketing services company, after 25 years of service.
Dr. Quelch is a renowned figure in the global academic and professional community, distinguished by his memberships and fellowships in several prestigious organizations including American Academy of Arts and Sciences, Trilateral Commission, Council on Foreign Relations, World Economic Forum, Institute of Management, and International Academy of Management.
Dr. Quelch received a bachelor’s degree in arts from University of Oxford, the United Kingdom in July 1972, a master’s degree in business administration from the Wharton School, University of Pennsylvania, the United States, in June 1974, a master’s degree in science from Harvard University, the United States, in June 1978, and a doctorate in business administration from Harvard University, the United States, in June 1977.
He is a distinguished academic and professional known for his contributions to the fields of brand and brand operation, marketing, global management, and corporate social responsibilities. He has authored or co-authored over 30 books, more than 110 articles, and over 500 Harvard Business School blog posts, articles, cases studies and videos.
Dr. VICTOR SHI
Independent Non-Executive Director
Dr. VICTOR SHI is an independent non-executive Director of the Company and a member of the Remuneration Committee, Nomination Committee and Strategy Committee.
Dr. Shi has over 30 years of experience in life science research and development, sales and marketing, business development and investment. Since January 2017, Dr. Shi has been the managing partner of Serica Partners, a China-based venture fund focused on the investment in vitro diagnostics (“IVD”) and medical devices in China. Dr. Shi has been the chairperson of careLYFE Co., Ltd., a company dedicated to innovating medical technologies such as new cancer oncology biomarkers, precision diagnosis, and internet medical services, since December 2017. Dr. Shi has been a board member of Guangzhou AnchorDx Medical Co., Ltd., a diagnostics company focused on developing cancer early detection tests, since October 2017.
Dr. Shi previously served as executive director and chief executive officer of Adicon International Limited, a leading independent clinical laboratory in China, from 2018 to 2019, and from 2019 to 2020, respectively. From 2017 to 2019, Dr. Shi served as director and chief executive officer of NuProbe Global, Inc., a liquid biopsy technology company which he co-founded. He was the president of Asia Pacific of QIAGEN N.V., a leading company focused on IVDs and life science research tools whose shares are listed on NASDAQ (stock code: QGEN) and the Frankfurt Stock Exchange (stock code: QIA) respectively, from 2005 to 2015. Prior to joining QIAGEN N.V., Dr. Shi held senior positions at Bridge Pharmaceuticals, GenoSpectra Inc. (renamed as Panomics Inc. since 2006) and A.M. Pappas&Associates, and served as a faculty member at the School of Medicine of the National University of Singapore.
Dr. Shi has been a member on the Biotech Advisory Panel of the Stock Exchange since 2018.
Dr. Shi obtained his doctoral degree in biophysics and master’s degree in science from the University of Rochester in New York, the United States in 1991 and 1989 respectively, and a bachelor’s degree in science from the University of Science and Technology of China, the PRC in 1986.
Dr. LARRY WANG
Non-Executive Director, Co-Founder
Dr. LARRY WANG is a co-founder and a non-executive Director of the Company. He is primarily responsible for the Group's strategies.
Dr. Wang has nearly 29 years of experience in the biotechnology industry. Prior to joining the Group, Dr. Wang was a senior principal scientist at Schering-Plough Research Institute from 1996 to 2003. From 1991 to 1996, he worked as a graduate research assistant, and from 1995 to 1996, a bioinformatics staff at Rutgers University in the United States.
Dr. Wang obtained a Bachelor of Science in Biochemistry degree from Shandong University in the PRC in 1991 and a Doctor of Philosophy degree from Rutgers University in the United States in 1996.
Ms. SALLY WANG
Executive Director, President, Co-Founder
Ms. SALLY WANG is the co-founder, an executive Director, president of the Company and members of the Remuneration Committee and the Nomination Committee. She is primarily responsible for the Group's strategies and overall operational management. Ms. Wang is a board director for Legend Biotech Corporation.
Prior to joining the Group, she worked as an environmental monitoring engineer at an environment protection surveillance station for nearly a decade.
Ms. Wang holds several advanced degrees, including a Master of Science degree from Wuhan University, China; a Master’s degree in Computer Sciences from Bridgeport University in Bridgeport, Connecticut, USA; and an Executive Master of Business Administration degree from the China Europe International Business School, China.
Dr. FRANK ZHANG
Executive Director, Co-Founder
Dr. FRANK ZHANG is the co-founder of the Company and the chairman of the Risk Management and ESG Committee and the Strategy Committee. He is also the chairman of the Sub-Committee on Data Security and Geopolitical Resilience under the Risk Management and ESG Committee. He has been appointed as a non-executive director of the Company since in May 2022 and redesignated as an executive director in December 2022. Prior to 2022, he was chairman and an executive director of the Company from 2015 to 2020. He co-founded the GenScript group in 2002 and has been the director of various group companies prior to GenScript becoming the holding company of the group companies pursuant to the corporate reorganization for the GenScript’s initial public offering in 2015. In 2015, Dr. Zhang founded Legend Biotech (NASDAQ: LEGN) as a subsidiary of the Company, expanding GenScript’s business goal to research, manufacture and commercialize a broad range of immunotherapy treatments. Dr. Zhang served as the Chairman of Legend Biotech.
Before founding GenScript, Dr. Zhang worked as a Principal Scientist at Schering-Plough from 1995 to 2002 where he received its Presidential Award. Dr. Zhang holds a Ph.D. in philosophy from Duke University, a Master’s degree from Nanjing University and a Bachelor’s degree from Chengdu Institute of Geology.
Dr. LI ZHU
Executive Director, Chief Strategy Officer
Dr. LI ZHU is an executive Director and chief strategy officer of the Company and the chairman of the Board of Directors of Probio, a subsidiary of the Company, and he served as an independent director of Adagene Inc., the shares of which are listed on the Nasdaq Global Selected Market (stock code: ADAG) since 2023.
Prior to joining the Group Dr. Zhu worked at biotech companies, serving as vice president of research at Cathay Biotech, Inc. from 2006 to 2008, and as vice president of HUYA Biomedical Technology (Shanghai) Co., Limited in 2009. He founded Genetastix Corporation, Inc. and acted as the president and chief executive officer from 2000 to 2005 (Genetastix Corporation, Inc. is a biotech company with a focus in creating a human antibody library in yeast and applying the genetic method in screening such antibody). He worked at Clontech Laboratories, Inc. in California, USA as a director of molecular biology from 1990 to 2000, where he pioneered the commercialization of yeast two-hybrid system and a series of other advanced molecular biology techniques.
Dr. Zhu obtained a Bachelor of Science of Biology degree from the East China Normal University and a Doctor of Philosophy in molecular biology and immunology from Stanford University.
Audit Committee
– Members
– Terms of Reference
Remuneration Committee
– Members
– Terms of Reference
Nomination Committee
– Members
– Terms of Reference
Strategy Committee
– Members
– Terms of Reference
Risk Management and ESG Committee
– Members
– Terms of Reference
Sub-Committee on Data Security and Geopolitical Resilience
(a sub-committee of Risk Management and ESG Committee)
– Members
Sanctions Risk Control Committee
– Members
The members of the board of directors (the “Board”) of Genscript Biotech Corporation (the “Company”) are set out below:
Executive Directors
Dr. Frank Zhang
Mr. Robin Meng (Chairman)
Ms. Sally Wang (President)
Dr. Li Zhu (Chief Strategy Officer)
Non-Executive Director
Dr. Larry Wang
Independent Non-Executive Directors
Mr. Edward Dai
Mr. Ethan Pan
Mr. Yiu Leung Andy Cheung
Dr. Victor Shi
Dr. Alphonse Galde
Dr. Ross Grossman
Dr. John Quelch
The Board has established five committees, and the directors of the Company are serving on the respective committees as below:
Notes:
C: Chairman of the relevant Board committees
M: Member of the relevant Board committees
Hong Kong, 11 March 2025
Mr. Edward Dai (Chairman)
Mr. Ethan Pan
Mr. Andy Cheung
Dr. Alphonse Galdes
Dr. Frank Zhang (Chairman)
Mr. Ethan Pan
Mr. Andy Cheung
Mr. Edward Dai (Chairman)
Ms. Sally Wang
Dr. Victor Shi
Dr. Ross Grossman
Mr. Robin Meng (Chairman)
Mr. Edward Dai
Mr. Ethan Pan
Mr. Andy Cheung
Dr. Victor Shi
Ms. Sally Wang
Dr. Frank Zhang (Chairman)
Mr. Edward Dai
Mr. Ethan Pan
Dr. Victor Shi
Dr. John Quelch
(Adopted by the Company at a meeting of the board of directors of the Company on September 12, 2024)
Pursuant to Rule 13.51D of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”), Genscript Biotech Corporation (the “Company”) sets out below the procedures, as governed by the Company’s articles of association (the “Articles of Association”), for its shareholders (the “Shareholders”) to propose a person for election as a director of the Company (“Nominee”) at either an annual general meeting (the “AGM”) or an extraordinary general meeting (the “EGM”, together with the AGM, the “General Meeting”) of the Company.
According to Article 113 of the Articles of Association, no person, other than a retiring Director, shall, unless recommended by the board of Directors (the “Board”) for election, be eligible for election as a Director at any General Meeting, unless: (i) a notice in writing of the intention to propose that person for election as a Director; and (ii) a notice in writing by that person of his willingness to be elected have been lodged at the head office or the registration office of the Company.
PROCEDURES
1. Accordingly, a Shareholder who wishes to nominate (the “Nominator”) a Nominee at a General Meeting shall lodge the following documents at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, being the Company’s share registrar (the “Share Registrar”):
1.1 a notice in writing (the “Nomination Notice”) signed by the Nominator of the intention to propose the Nominee for election as a Director in which the following information should be included:
1.1.1 the biographical details of the Nominee as required by Rule 13.51(2) of the Listing Rules;
1.1.2 the contact details of the Nominee and the Nominator;
1.1.3 copies of the identification documents of the Nominee and the Nominator;
1.1.4 (where the Nominee is nominated to become an independent non-executive Director) an independence confirmation as required under Rule 3.13 of the Listing Rules;
1.1.5 any additional information that the Nominator believes is relevant; and
1.1.6 such other information as required by the Listing Rules, the Articles of Association or the Company from time to time; and
1.2 a notice in writing signed by the Nominee of his willingness to be elected as a Director and consent of publication of his/her personal information and data.
2. If a Nominator submits a Nomination Notice without all foregoing items (where applicable) listed in paragraph 1, the Company may, in its sole and absolute discretion, either reject the nomination, request additional information, or consider the nomination while reserving the right to request more information.
3. The Nomination Notice accompanied by the supporting documents listed in paragraph 1 above shall be lodged at least seven (7) days before the date of the General Meeting and (if the notice(s) is submitted after despatch of the notice of the General Meeting appointed for such election) the period of lodgment of such notice(s) shall commence on the day after the despatch of the notice of such General Meeting and end no later than seven (7) days prior to the date of such General Meeting.
4. Where the Nomination Notice is received by the Company after publication of the notice of General Meeting, the Company shall provide information regarding the Nomination Notice either by publishing an announcement or by issuing a supplementary circular at least seven (7) days before the date of the General Meeting. The Company will assess whether or not it is necessary to adjourn the relevant General Meeting in order to give Shareholders a longer period of at least ten (10) business days before the General Meeting to consider the relevant information disclosed in such an announcement or supplementary circular pursuant to the Listing Rules.
5. Accordingly, in order to allow the Company to inform the Shareholders of the proposal of election of the Nominee as a Director and to have sufficient time to consider the proposal, any Nominator is urged to submit and lodge the notices as early as possible and preferably not less than twelve (12) clear business days prior to the General Meeting.
6. The Nomination Committee of the Company will review the background of the Nominee, and consider if the Nominee is suitable to be appointed as a Director before recommendation is made to the Board for consideration and the relevant general meeting for approval, if applicable. If the Nominee is considered unsuitable, a Nomination Notice with reasons will be provided to the Nominator where practicable.
The above procedures are subject to the Companies Act, Cap. 22 (Act 3 of 1961, as consolidated and revised) of the Cayman Islands, the memorandum of association and articles of association of the Company (as amended from time to time), the Listing Rules and other applicable legislations and regulations.
Adopted on the 12th day of September 2024.
Dr. Frank Zhang (Chairman)
Dr. John Quelch
Ms. Sherry Shao
Mr. Shiniu Wei
Dr. Kening Li
Ms. Sherry Shao
Dr. Eric Wang
Mr. Shiniu Wei