Mr. Hong MingxianChairman of the Board
As Board Chairman of Differ Group, Mr. Hong Mingxian is responsible for formulating and managing the overall strategies of Differ Group. Mr. Hong also serves as Vice President of Xiamen Federation of Commerce of Chamber (General Chamber of Commerce) and Founding President of Xiamen Charity Promotion Committee. He has won numerous honors such as Outstanding Constructors of Fujian's Non-Public Economy, the Xiamen Top 10 Individuals of Commercial Innovation of the Year and the China Top 100 Trustworthy Businesspeople. After graduating from the distance education program of economic management offered by Beijing Economic Management Correspondence College in July 2014, Mr. Hong has a wealth experience in business management acquired from his service as president of a special material development base and a manufacturing company and executive director of a real estate company headquartered in Jiangsu Province. He joined Differ Group in September 2008 and was appointed as executive director in December 4, 2012.
Mr. Wu ZhizhongVice Chairman of the Board, Executive Director, CEO
As Vice Chairman of the Board, Executive Director and CEO, Mr. Wu Zhizhong is responsible for the overall development and management of Differ Group. Mr. Wu graduated from the distance education program of economic management by Beijing Economic Management Correspondence College in 2018. He served as executive in a number of companies in Hong Kong and Shishi, Fujian Province, gaining over ten years of experience in corporate management. He joined Differ Group in September 2008 and was appointed as Executive Director in November 26, 2013.
Mr. Cai HuatanHonorary Chairman of the Board, Non-executive Director
Mr. Cai Huatan serves as Honorary Chairman of the Board and Non-executive Director of Differ Group. Mr. Cai graduated from Law School of Sichuan University in 1996 where he undertook an economic law program. He worked in different government departments of cities including Quanzhou and Shishi and served as board member in a real estate development company in Shishi. He obtained over 30 years of experience in public administration and business management. Mr. Cai joined Differ Group in September 2008 and was appointed as Honorary Chairman in September 18, 2015.
Mr. Wu QinghanNon-Executive Director
Mr. Wu Qinghan serves as Non-executive Director of Differ Group. He has worked in the trading and manufacturing industries for 25 years and served as chairman of a manufacturing company in Shishi. From 2005 Mr. Wu has been the president of Lingxiu Chamber of Commerce in Shishi. He joined Differ Group in April 2010 and was appointed as Non-executive Director in November 26, 2013.
Mr. Chen XingnengIndependent Non-executive Director
Mr.Chen Xingneng serves as Independent Non-Executive Director of Differ Group. Mr.Chen is also a certified public accountant of the Hong Kong Institute of Certified Public Accountants and a member of the Association of Chartered Certified Accountants.Mr.Chen has over 15 years' experience in auditing, accounting and financial management.He joined Differ Group in November 26，2019 and was appointed as Non-Executive Director.
Mr. Lin JielinIndependent Non-Executive Director
Mr. Lin Jielin, the Independent Non-executive Director of Differ Group, is also a professional member of Royal Institution of Chartered Surveyors and the vice president of North America Chinese Alliance of Commerce Association and has won the honorary title of “Xiamen Honorable Citizen”. Mr. Lin holds a bachelor’s degree of commerce from the University of Victoria, a master’s degree of global economics from Peking University and a master’s degree in international real estate from Hong Kong Polytechnic University. He has worked in the bank industry for over 15 years and served as vice president of Shanghai branch of Bank of East Asia (BEA) and president of Wuhan and Xiamen branches of BEA. Mr. Lin joined Differ Group in June 7, 2017 and was appointed as Independent Non-executive Director.
Mr. Chen NaikeIndependent Non-executive Director
Mr.Chen Naike serves as Independent Non-Executive Director of Differ Group. Mr.Chen also serves as Vice Chairman of Zhejiang Overseas Chinese Federation, Executive Vice Chairman of Zhejiang Overseas Chinese Business Association, Member of Standing Committee of All-China Federation of Returned Overseas Chinese, 12th and 13th Deputy to the National People’s Congress. He has won numerous honors such as the Outstanding Representative Prize of The Third World Zhejiang Merchants, Advanced Individual of the Returned Overseas Chinese, etc. Mr.Chen holds a master’s degree of Business Administration College from Zhejiang University. And he has served as chairman or general manager for several enterprises, and has nearly 30 years’ enterprise management experience.
Mr. Cheng Yun ChungPresident of Corporate Finance
As director of the Corporate Financing Department, Mr. Zheng Runcong is responsible for the financing and fund raising activities of Differ Group. He graduated from the University of Warwick and is a senior member of Institute of Chartered Accountants in England and Wales. Having worked in the financial industry for over 20 years, Mr. Zheng has extensive experience and expertise ranging from auditing, private equity fund management, and listing of companies.
Mr. Tam Wai TakGroup Finance Director
As Chief Financial Officer and Company Secretary of Differ Group, Mr. Tan Weide is responsible for the financial reports of the company and secretarial affairs. He is a member of Britain’s Association of Chartered Certified Accountants and Hong Kong Institute of Certified Public Accountants. After graduating from University of Glamorgan (now University of South Wales) with a Bachelor of Arts of accounting and finance, he served as senior accountant, chief financial officer, and senior auditing manager in many companies.
*PROCEDURES FOR MEMBERS OF THE COMPANY (THE “SHAREHOLDER(S)”) TO PROPOSE A PERSON FOR ELECTION AS DIRECTOR
The following procedures for the Shareholder(s) to propose a person for election as a director of the company are prepared in accordance with article 85 of the articles of association of the Company:
1. If a Shareholder wishes to propose a person (the “Candidate”) for election as a director of the Company (the “Director”) at a general meeting, such Shareholder should deposit (i) a written notice (the “Notice”) of the intention to propose a Candidate for election as a Director, and (ii) a consent form (the “Consent Form”) signed by the Candidate of his/her willingness to be elected, at either the headquarter of the Company or the office of Hong Kong branch share registrar of the Company provided that the minimum length of the period, during which the Notice and the Consent Form are given, shall be at least seven (7) days and that (if the Notice and the Consent Form are submitted after the despatch of the notice of general meeting appointed for such election) the period of lodgment of the Notice and the Consent Form shall commence on the day after the despatch of the notice of general meeting appointed for such election and end no later than seven (7) days prior to the date of such general meeting. The Notice : i) must be accompanied by the information of the Candidate as required by Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”), as summarized and set out in paragraph 2 below; and (ii) must be signed by the Shareholder proposing the Candidate for election as a Director. In order to allow the Shareholders to have sufficient time to consider the proposal of election of the Candidate as a Director, the Shareholder who wishes to make the proposal is urged to submit and lodge the Notice as early as practicable with reference to the notice period and/or within the prescribed timeframe as described above.
2. Notice referred to in paragraph 1 above shall be accompanied by the following information of the Candidate(s):
a. full name (including any former name(s) and alia(es)) and age;
b. positions held with the Company and/or other members of the Company’s Group.
c. experience including (i) other directorships held in the last three years in public companies the securities of which are listed on any securities market in Hong Kong or overseas; and (ii) other major appointments and professional qualiﬁcations;
d. length or proposed length of service with the Company;
e. relationships with any Directors, senior management, substantial Shareholders or controlling Shareholders (as defined in the Listing Rules), or an appropriate negative statement;
f. interests in shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter. 571 of the laws of Hong Kong), or an appropriate negative statement; and
g. a declaration made by the Candidate in respect of the information required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules, or an appropriate negative statement to that effect where there is no information to be disclosed pursuant to any of such requirements nor there are any other matters relating to that Candidate’s standing for election as a Director that should be brought to the Shareholders’ attention.
3. To enable the Shareholders to make an informed decision on the election at a general meeting, the Company shall publish an announcement or issue a supplementary circular as soon as practicable after the receipt of the Notice and the Consent Form. The Company shall include particulars of the Candidate in the announcement or supplementary circular. The Company shall assess whether or not it is necessary to adjourn the meeting of the election to give members at least 10 business days to consider the relevant information disclosed in the announcement or supplementary circular.