CN

Xinchen China Power Holdings Limited
Board of Directors

Board Composition

Executive Directors

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    Mr. Wu Xiao An (also known as Mr. Ng Siu On) (Chairman and Executive Director)

    Mr. Wu Xiao An (also known as Mr. Ng Siu On) (吳小安), aged 58, is the chairman of the Company. He was appointed as a director of the Company on 10 March 2011 and designated as an executive director of the Company on 24 April 2012. He has over 25 years of experience in the automotive industry and is primarily responsible for the overall strategic planning and business development of the Group. From April 1998 to September 2016, Mr. Wu was a director of Southern State Investment Limited. From April 1998 to September 2005 and from July 2011 to November 2016, he was a director of Mianyang Xinchen Engine Co., Ltd. (綿陽新晨動力機械有限公司) (“Mianyang Xinchen”). Since February 2011, he has been a director of Brilliance Investment Holdings Limited. Since 2002, Mr. Wu has served various positions in Brilliance China Automotive Holdings Limited (“Brilliance China”, a company listed on the Main Board of the Stock Exchange (stock code: 1114)), including the chairman of Brilliance China since June 2002, an executive director since January 1994 and the vice chairman and chief financial officer from January 1994 to June 2002. He has also been a director of Huachen Automotive Group Holdings Company Limited (“Huachen”) since October 2002 and the chairman of BMW Brilliance Automotive Ltd. since May 2003. From January 1994 to August 2016, he was a director of Shenyang Brilliance JinBei Automobile Co., Ltd.. From 1988 to 1993, he was the deputy manager of the Bank of China, New York Branch. Mr. Wu obtained a bachelor’s degree of arts from Beijing Foreign Languages Institute (北京外國語學院) (now known as Beijing Foreign Studies University (北京外國語大學)) in 1985 and a master of business administration degree from Fordham University in New York in 1992.

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    Mr. Wang Yunxian (Chief Executive Officer and Executive Director)

    Mr. Wang Yunxian (王運先), aged 65, is the chief executive officer of the Company. He was appointed as a director of the Company on 10 March 2011 and designated as an executive director of the Company on 24 April 2012. He has over 43 years of experience in the PRC automotive industry and is primarily responsible for the business operation of the Group. Since May 2011, he has been a director of Xinhua Investment Holdings Limited. Since 1998, Mr. Wang held various positions in Mianyang Xinchen, including a director and vice general manager from April 1998 to March 2000, a director and general manager since March 2000 and the supervisor of the national enterprise technology center of Mianyang Xinchen since March 2004. Since 1976, Mr. Wang held various positions in Mianyang Xinhua Internal Combustion Engine Joint Stock Company Limited (“Xinhua Combustion Engine”), including director, party secretary, general manager, vice general manager, head of sales department, production supervisor and technician, and he resigned from his positions of director and general manager of Xinhua Combustion Engine on 22 March 2012 and 23 March 2012, respectively. From January 2005 to October 2017, Mr. Wang was a director and general manager of Mianyang Huarui Automotive Company Limited. In October 2004, Mr. Wang received the special government expert allowances (engineering class) (政府專家特殊津貼(工程類)) from the State Council (國務院). In 2005, Mr. Wang received the National Model Worker Award (全國勞動模範) issued by the State Council, as well as the title of Ten Outstanding Innovative Talents of Sichuan Province (四川省十大傑出創新人才) in December 2005. He graduated from Sichuan University of Science and Technology (四川工業學院) (now merged into Xihua University (西華大學)) in July 1986, and graduated from a postgraduate course in finance from the Chinese Academy of Social Sciences (中國社會科學院) in July 1998.

Non-Executive Directors

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    Mr. Liu Tongfu

    Mr. Liu Tongfu (劉同富), aged 55, was appointed as a non-executive director of the Company on 12 September 2016. Mr. Liu has been serving as a director, executive vice president and member of the standing committee of the Communist Party of China of Huachen since May 2019. From November 2018 to May 2019, he was a director, executive vice president and member of the standing committee of the Communist Party of China as well as the general manager of the Zhonghua business unit of Huachen. From July to November 2018, he was a director, executive vice president and member of the standing committee of the Communist Party of China of Huachen. From March 2016 to July 2018, he was a director, executive vice president, member of the standing committee of the Communist Party of China and vice general manager of the auto business unit of Huachen. From February to March 2016, he was a director, executive vice president and member of the standing committee of the Communist Party of China of Huachen. From December 2015 to February 2016, he was the vice president and member of the standing committee of the Communist Party of China of Huachen. From June 2011 to December 2015, he served as the vice president and member of the leading party group of Huachen. From February 2008 to June 2011, he acted as a president assistant of Huachen. From December 2006 to February 2008, he acted as the vice general manager of Dahua Group Co., Ltd (大化集團有限責任公司). From August 1990 to December 2006, he held various positions in Dalian Heavy Industries Co., Ltd (大連重工集團有限公司), including assistant to the general manager, head of development and planning department, and director of party office. On 28 May 2019, Mr. Liu was appointed as chairman of Shenyang Jinbei Automotive Company Limited (金杯汽車股份有限公司), a company listed on the Shanghai Stock Exchange. Mr. Liu graduated from the Department of Materials Engineering of Jilin College of Engineering (吉林工學院) with a major in metallic material in July 1986 and obtained a master of engineering degree in metal material and heat treatment from the Department of Materials of Dalian University of Technology (大連理工大學) in August 1990. In July 1998, he was certified as a senior engineer by the Personnel Department of Liaoning Province (遼寧省人事廳).

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    Mr. Yang Ming

    Mr. Yang Ming (楊明), aged 51, was appointed as a non-executive director of the Company on 7 November 2016. Mr. Yang has been serving as a director of Mianyang Xinchen since December 2016. He has also been serving as a committee member of the Communist Party of China and vice president of Sichuan Yibin Pushi Group Co., Ltd. (四川省宜賓普什集團有限公司) (“Pushi Group”), the chairman of Sichuan Yibin Pushi Dies Co., Ltd. (四川省宜賓普什模具有限公司) (“Pushi Dies”) and the chairman of Chengdu Pushi Vehicle Dies Co., Ltd. (成都普什汽車模具有限公司) (“Pushi Vehicle Dies”) since May 2016. From May 2016 to July 2017, he was also the general manager of Pushi Vehicle Dies. From May 2014 to May 2016, Mr. Yang was a committee member of the Communist Party of China and vice president of Pushi Group and the general manager and branch secretary of the Communist Party of China of Pushi Dies. From December 2007 to May 2014, he was a committee member of the Communist Party of China of Pushi Group and the general manager and branch secretary of the Communist Party of China of Pushi Dies. From June 2006 to December 2007, he was a committee member of the Communist Party of China of Pushi Group and the deputy general manager, chairman of the labour union and branch secretary of the Communist Party of China of Pushi Dies. From July 2003 to December 2007, he was the deputy general manager, chairman of the labour union and branch secretary of the Communist Party of China of Pushi Dies. From August 2002 to July 2003, Mr. Yang was the supervisor at the vehicle dies workshop of Pushi Dies. From July 1988 to August 2002, he worked at the tools factory of Chongqing Changan Machinery Factory (重慶長安機械製造廠工具分廠) and the dies centre of Chongqing Changan Automobile Co., Ltd. (重慶長安汽車股份責任公司模具中心). Mr. Yang graduated from the department of mechanical engineering of Beijing Institute of Technology (北京理工大學), majoring in mechanical manufacturing process and automation in July 1988.

Independent Non-Executive Directors

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    Mr. Chi Guohua

    Mr. Chi Guohua (池國華), aged 45, was appointed as an independent non-executive director of the Company on 22 November 2012. He is a certified public accountant (non-practicing member) in the PRC. From March 2000 to October 2017, Mr. Chi was a teaching assistant, lecturer, associate professor and professor of the School of Accounting of Dongbei University of Finance and Economics (東北財經大學). He has been appointed as the doctoral supervisor of Financial Management Department by Dongbei University of Finance and Economics since 1 January 2013. Mr. Chi has been the associate dean of the Audit Science Graduate School of Nanjing Audit University since November 2017 and the dean of the School of Internal Audit of Nanjing Audit University and China Institute of Internal Audit since November 2018. Furthermore, Mr. Chi has also been serving as an independent director of Zhejiang XinNong Chemical Co., Ltd. (浙江新農化工股份有限公司) since May 2016 and an external director of Jiangsu Huilong Assets Management Co., Ltd. (江蘇省惠隆資產管理有限公司) since September 2017. From April 2012 to March 2017, he was an independent director of Dalian Tianbao Green Foods Co., Ltd. (大連天寶綠色食品股份有限公司), a company listed on the Shenzhen Stock Exchange. From February 2005 to February 2006, Mr. Chi was the head of the strategic investment department of Shenyang Machine Tool (Group) Co., Ltd. (瀋陽機床(集團)有限公司); and from March 2006 to March 2007, he was the financial adviser of Shenyang Machine Tool (Group) Co., Ltd. (瀋陽機床(集團)有限公司). Since February 2017, he has been a consultant in the Committee on Internal Control Standards for the Ministry of Finance of the PRC (中國財政部內部控制標準委員會). Mr. Chi currently also holds positions in certain academic and professional organisations, including serving as a member of the Internal Control Committee of Accounting Society of China (中國會計學會內部控制專業委員會) since 2014 and a councillor of the Audit Education Branch of China Audit Society (中國審計學會審計教育分會) since March 2018. Mr. Chi was awarded the leading accounting representative of the Ministry of Finance of the PRC (中國財政部全國會計學術領軍人才) in November 2014. Mr. Chi obtained a post doctorate degree in business administration from the Xiamen University (廈門大學) in January 2008 and a doctorate degree in management (accounting studies) from Dongbei University of Finance and Economics in April 2005.

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    Mr. Wang Jun

    Mr. Wang Jun (王隽), aged 58, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 29 years of experience in the legal field, especially in corporate compliance operation, risk control, corporate law, litigation and arbitration. Since February 2009, Mr. Wang has been practising law at the Beijing Office of Dacheng Law Offices (北京大成律師事務所). From April 2000 to February 2009, he practised law at the Beijing Jian Yuan Law Offices (北京市建元律師事務所). From September 1987 to March 2000, he was employed by China University of Petroleum (中國石油大學) as a teacher. From September 1983 to September 1985, he served as the cadre of the Railway Transport High Court (鐵路運輸高級法院). Mr. Wang obtained a postgraduate degree in economic law in July 1987 and a bachelor’s degree in law from the department of law in July 1983, both from the China University of Political Science and Law (中國政法大學).

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    Mr. Huang Haibo

    Mr. Huang Haibo (黃海波), aged 65, was appointed as a director of the Company on 30 November 2011, and designated as an independent non-executive director of the Company on 24 April 2012. He has spent over 35 years researching and applying his expertise in automotive technology. Since September 1983, Mr. Huang has been serving as a teaching assistant, lecturer, associate professor and professor in the Department of Automotive Engineering of Sichuan University of Science and Technology (四川工業學院) (renamed as the Transport and Automotives Engineering School in Xihua University (西華大學) in 2003). From 2003 to 2012, he served as the dean of the Transport and Automotive Engineering School in Xihua University. From July 2008 to August 2013, Mr. Huang served as an independent non-executive director of Hunan Jiangnan Red Arrow Co. Ltd. (湖南江南紅箭股份有限公司), a company listed on the Shenzhen Stock Exchange. He was the chairman of the Sichuan Xihua Vehicle Authentication Institution (四川西華機動車司法鑒定所) from August 2005 to November 2018 and a member of National Technical Committee on Operating Safe Technology and Testing Equipment of Motor Vehicles and of Standardization Administration of China (全國機動車運行安全技術檢測設備標準化技術委員會) from 2008 to 2018. Since December 2018, Mr. Huang is the supervisor of Sichuan Xihua Jiaotong Forensics Center (四川西華交通司法鑒定中心). He received a master’s degree in engineering from Beijing Institute of Agricultural Mechanization (北京農業機械化學院) in December 1983 and a doctorate degree in engineering from Sichuan University (四川大學) in December 2004.

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    Mr. Wang Songlin

    Mr. Wang Songlin (王松林), aged 68, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 40 years of experience in the PRC automotive industry. From 2000 to 2011, May 2005 to March 2011, August 2007 to March 2012, and July 2009 to September 2010, Mr. Wang served as the chairman of each of Beijing Zhongqi Jingtian Auto Trading Co., Ltd. (北京中汽京田汽車貿易有限公司), Beijing Guoji Longsheng Automobile Co., Ltd. (北京國機隆盛汽車有限公司), Beijing Guoji Fengsheng Automobile Co., Ltd. (北京國機豐盛汽車有限公司) and Changsha Qidian Automotive Products Co., Ltd. (長沙汽電汽車零部件有限公司), respectively. He served as the vice president of China National Automotive Industry Corporation (中國汽車工業總公司) and the vice president of China National Machinery Industry Corporation (中國機械工業集團有限公司). Mr. Wang has been an independent director of Zhejiang Meili High Technology Co., Ltd. (浙江美力科技股份有限公司), a company listed on the Shenzhen Stock Exchange, since November 2016. From December 2016 to January 2020, he was a director of China Automotive Engineering Research Institute Co., Ltd. (中國汽車工程研究院股份有限公司), a company listed on the Shanghai Stock Exchange. From October 2011 to February 2014, he served as a director of Sinomach Automobile Co., Ltd. (國機汽車股份有限公司), a company listed on the Shanghai Stock Exchange. From June 2005 to April 2012, he served as a non-executive director of Guangzhou Automobile Group Co., Ltd. (廣州汽車集團股份有限公司), a company listed on the Stock Exchange. From June 2004 to December 2011, Mr. Wang served as the deputy general manager of China National Machinery Industry Corporation (中國機械工業集團有限公司). From August 1998 to June 2000, he was the party secretary and deputy general manager of China National Automotive Industry Import and Export Corporation (中國汽車工業進出口總公司). He was the vice president of China Association of Automobile Manufacturers (中國汽車工業協會), and the vice chairman of each of the Seventh Standing Council of the Society of Automotive Engineers of China (中國汽車工程學會第七屆常務理事會) and the Council of China Auto Talents Society (中國汽車人才研究會理事會). Mr. Wang obtained a professional graduation certificate in casting technology and equipment from Harbin Institute of Technology (哈爾濱工業大學) in September 1978 and a postgraduate diploma of a master’s course in technology and economics from Harbin Institute of Technology in April 1995.

Board Committees

Audit Committee

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    Mr. Chi Guohua

    Mr. Chi Guohua (池國華), aged 45, was appointed as an independent non-executive director of the Company on 22 November 2012. He is a certified public accountant (non-practicing member) in the PRC. From March 2000 to October 2017, Mr. Chi was a teaching assistant, lecturer, associate professor and professor of the School of Accounting of Dongbei University of Finance and Economics (東北財經大學). He has been appointed as the doctoral supervisor of Financial Management Department by Dongbei University of Finance and Economics since 1 January 2013. Mr. Chi has been the associate dean of the Audit Science Graduate School of Nanjing Audit University since November 2017 and the dean of the School of Internal Audit of Nanjing Audit University and China Institute of Internal Audit since November 2018. Furthermore, Mr. Chi has also been serving as an independent director of Zhejiang XinNong Chemical Co., Ltd. (浙江新農化工股份有限公司) since May 2016 and an external director of Jiangsu Huilong Assets Management Co., Ltd. (江蘇省惠隆資產管理有限公司) since September 2017. From April 2012 to March 2017, he was an independent director of Dalian Tianbao Green Foods Co., Ltd. (大連天寶綠色食品股份有限公司), a company listed on the Shenzhen Stock Exchange. From February 2005 to February 2006, Mr. Chi was the head of the strategic investment department of Shenyang Machine Tool (Group) Co., Ltd. (瀋陽機床(集團)有限公司); and from March 2006 to March 2007, he was the financial adviser of Shenyang Machine Tool (Group) Co., Ltd. (瀋陽機床(集團)有限公司). Since February 2017, he has been a consultant in the Committee on Internal Control Standards for the Ministry of Finance of the PRC (中國財政部內部控制標準委員會). Mr. Chi currently also holds positions in certain academic and professional organisations, including serving as a member of the Internal Control Committee of Accounting Society of China (中國會計學會內部控制專業委員會) since 2014 and a councillor of the Audit Education Branch of China Audit Society (中國審計學會審計教育分會) since March 2018. Mr. Chi was awarded the leading accounting representative of the Ministry of Finance of the PRC (中國財政部全國會計學術領軍人才) in November 2014. Mr. Chi obtained a post doctorate degree in business administration from the Xiamen University (廈門大學) in January 2008 and a doctorate degree in management (accounting studies) from Dongbei University of Finance and Economics in April 2005.

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    Mr. Wang Jun

    Mr. Wang Jun (王隽), aged 58, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 29 years of experience in the legal field, especially in corporate compliance operation, risk control, corporate law, litigation and arbitration. Since February 2009, Mr. Wang has been practising law at the Beijing Office of Dacheng Law Offices (北京大成律師事務所). From April 2000 to February 2009, he practised law at the Beijing Jian Yuan Law Offices (北京市建元律師事務所). From September 1987 to March 2000, he was employed by China University of Petroleum (中國石油大學) as a teacher. From September 1983 to September 1985, he served as the cadre of the Railway Transport High Court (鐵路運輸高級法院). Mr. Wang obtained a postgraduate degree in economic law in July 1987 and a bachelor’s degree in law from the department of law in July 1983, both from the China University of Political Science and Law (中國政法大學).

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    Mr. Huang Haibo

    Mr. Huang Haibo (黃海波), aged 65, was appointed as a director of the Company on 30 November 2011, and designated as an independent non-executive director of the Company on 24 April 2012. He has spent over 35 years researching and applying his expertise in automotive technology. Since September 1983, Mr. Huang has been serving as a teaching assistant, lecturer, associate professor and professor in the Department of Automotive Engineering of Sichuan University of Science and Technology (四川工業學院) (renamed as the Transport and Automotives Engineering School in Xihua University (西華大學) in 2003). From 2003 to 2012, he served as the dean of the Transport and Automotive Engineering School in Xihua University. From July 2008 to August 2013, Mr. Huang served as an independent non-executive director of Hunan Jiangnan Red Arrow Co. Ltd. (湖南江南紅箭股份有限公司), a company listed on the Shenzhen Stock Exchange. He was the chairman of the Sichuan Xihua Vehicle Authentication Institution (四川西華機動車司法鑒定所) from August 2005 to November 2018 and a member of National Technical Committee on Operating Safe Technology and Testing Equipment of Motor Vehicles and of Standardization Administration of China (全國機動車運行安全技術檢測設備標準化技術委員會) from 2008 to 2018. Since December 2018, Mr. Huang is the supervisor of Sichuan Xihua Jiaotong Forensics Center (四川西華交通司法鑒定中心). He received a master’s degree in engineering from Beijing Institute of Agricultural Mechanization (北京農業機械化學院) in December 1983 and a doctorate degree in engineering from Sichuan University (四川大學) in December 2004.

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    Mr. Wang Songlin

    Mr. Wang Songlin (王松林), aged 68, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 40 years of experience in the PRC automotive industry. From 2000 to 2011, May 2005 to March 2011, August 2007 to March 2012, and July 2009 to September 2010, Mr. Wang served as the chairman of each of Beijing Zhongqi Jingtian Auto Trading Co., Ltd. (北京中汽京田汽車貿易有限公司), Beijing Guoji Longsheng Automobile Co., Ltd. (北京國機隆盛汽車有限公司), Beijing Guoji Fengsheng Automobile Co., Ltd. (北京國機豐盛汽車有限公司) and Changsha Qidian Automotive Products Co., Ltd. (長沙汽電汽車零部件有限公司), respectively. He served as the vice president of China National Automotive Industry Corporation (中國汽車工業總公司) and the vice president of China National Machinery Industry Corporation (中國機械工業集團有限公司). Mr. Wang has been an independent director of Zhejiang Meili High Technology Co., Ltd. (浙江美力科技股份有限公司), a company listed on the Shenzhen Stock Exchange, since November 2016. From December 2016 to January 2020, he was a director of China Automotive Engineering Research Institute Co., Ltd. (中國汽車工程研究院股份有限公司), a company listed on the Shanghai Stock Exchange. From October 2011 to February 2014, he served as a director of Sinomach Automobile Co., Ltd. (國機汽車股份有限公司), a company listed on the Shanghai Stock Exchange. From June 2005 to April 2012, he served as a non-executive director of Guangzhou Automobile Group Co., Ltd. (廣州汽車集團股份有限公司), a company listed on the Stock Exchange. From June 2004 to December 2011, Mr. Wang served as the deputy general manager of China National Machinery Industry Corporation (中國機械工業集團有限公司). From August 1998 to June 2000, he was the party secretary and deputy general manager of China National Automotive Industry Import and Export Corporation (中國汽車工業進出口總公司). He was the vice president of China Association of Automobile Manufacturers (中國汽車工業協會), and the vice chairman of each of the Seventh Standing Council of the Society of Automotive Engineers of China (中國汽車工程學會第七屆常務理事會) and the Council of China Auto Talents Society (中國汽車人才研究會理事會). Mr. Wang obtained a professional graduation certificate in casting technology and equipment from Harbin Institute of Technology (哈爾濱工業大學) in September 1978 and a postgraduate diploma of a master’s course in technology and economics from Harbin Institute of Technology in April 1995.

Terms of Reference of Audit Committee>>

Remuneration Committee

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    Mr. Wu Xiao An

    Mr. Wu Xiao An (also known as Mr. Ng Siu On) (吳小安), aged 58, is the chairman of the Company. He was appointed as a director of the Company on 10 March 2011 and designated as an executive director of the Company on 24 April 2012. He has over 25 years of experience in the automotive industry and is primarily responsible for the overall strategic planning and business development of the Group. From April 1998 to September 2016, Mr. Wu was a director of Southern State Investment Limited. From April 1998 to September 2005 and from July 2011 to November 2016, he was a director of Mianyang Xinchen Engine Co., Ltd. (綿陽新晨動力機械有限公司) (“Mianyang Xinchen”). Since February 2011, he has been a director of Brilliance Investment Holdings Limited. Since 2002, Mr. Wu has served various positions in Brilliance China Automotive Holdings Limited (“Brilliance China”, a company listed on the Main Board of the Stock Exchange (stock code: 1114)), including the chairman of Brilliance China since June 2002, an executive director since January 1994 and the vice chairman and chief financial officer from January 1994 to June 2002. He has also been a director of Huachen Automotive Group Holdings Company Limited (“Huachen”) since October 2002 and the chairman of BMW Brilliance Automotive Ltd. since May 2003. From January 1994 to August 2016, he was a director of Shenyang Brilliance JinBei Automobile Co., Ltd.. From 1988 to 1993, he was the deputy manager of the Bank of China, New York Branch. Mr. Wu obtained a bachelor’s degree of arts from Beijing Foreign Languages Institute (北京外國語學院) (now known as Beijing Foreign Studies University (北京外國語大學)) in 1985 and a master of business administration degree from Fordham University in New York in 1992.

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    Mr. Wang Jun

    Mr. Wang Jun (王隽), aged 58, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 29 years of experience in the legal field, especially in corporate compliance operation, risk control, corporate law, litigation and arbitration. Since February 2009, Mr. Wang has been practising law at the Beijing Office of Dacheng Law Offices (北京大成律師事務所). From April 2000 to February 2009, he practised law at the Beijing Jian Yuan Law Offices (北京市建元律師事務所). From September 1987 to March 2000, he was employed by China University of Petroleum (中國石油大學) as a teacher. From September 1983 to September 1985, he served as the cadre of the Railway Transport High Court (鐵路運輸高級法院). Mr. Wang obtained a postgraduate degree in economic law in July 1987 and a bachelor’s degree in law from the department of law in July 1983, both from the China University of Political Science and Law (中國政法大學).

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    Mr. Huang Haibo

    Mr. Huang Haibo (黃海波), aged 65, was appointed as a director of the Company on 30 November 2011, and designated as an independent non-executive director of the Company on 24 April 2012. He has spent over 35 years researching and applying his expertise in automotive technology. Since September 1983, Mr. Huang has been serving as a teaching assistant, lecturer, associate professor and professor in the Department of Automotive Engineering of Sichuan University of Science and Technology (四川工業學院) (renamed as the Transport and Automotives Engineering School in Xihua University (西華大學) in 2003). From 2003 to 2012, he served as the dean of the Transport and Automotive Engineering School in Xihua University. From July 2008 to August 2013, Mr. Huang served as an independent non-executive director of Hunan Jiangnan Red Arrow Co. Ltd. (湖南江南紅箭股份有限公司), a company listed on the Shenzhen Stock Exchange. He was the chairman of the Sichuan Xihua Vehicle Authentication Institution (四川西華機動車司法鑒定所) from August 2005 to November 2018 and a member of National Technical Committee on Operating Safe Technology and Testing Equipment of Motor Vehicles and of Standardization Administration of China (全國機動車運行安全技術檢測設備標準化技術委員會) from 2008 to 2018. Since December 2018, Mr. Huang is the supervisor of Sichuan Xihua Jiaotong Forensics Center (四川西華交通司法鑒定中心). He received a master’s degree in engineering from Beijing Institute of Agricultural Mechanization (北京農業機械化學院) in December 1983 and a doctorate degree in engineering from Sichuan University (四川大學) in December 2004.

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    Mr. Wang Songlin

    Mr. Wang Songlin (王松林), aged 68, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 40 years of experience in the PRC automotive industry. From 2000 to 2011, May 2005 to March 2011, August 2007 to March 2012, and July 2009 to September 2010, Mr. Wang served as the chairman of each of Beijing Zhongqi Jingtian Auto Trading Co., Ltd. (北京中汽京田汽車貿易有限公司), Beijing Guoji Longsheng Automobile Co., Ltd. (北京國機隆盛汽車有限公司), Beijing Guoji Fengsheng Automobile Co., Ltd. (北京國機豐盛汽車有限公司) and Changsha Qidian Automotive Products Co., Ltd. (長沙汽電汽車零部件有限公司), respectively. He served as the vice president of China National Automotive Industry Corporation (中國汽車工業總公司) and the vice president of China National Machinery Industry Corporation (中國機械工業集團有限公司). Mr. Wang has been an independent director of Zhejiang Meili High Technology Co., Ltd. (浙江美力科技股份有限公司), a company listed on the Shenzhen Stock Exchange, since November 2016. From December 2016 to January 2020, he was a director of China Automotive Engineering Research Institute Co., Ltd. (中國汽車工程研究院股份有限公司), a company listed on the Shanghai Stock Exchange. From October 2011 to February 2014, he served as a director of Sinomach Automobile Co., Ltd. (國機汽車股份有限公司), a company listed on the Shanghai Stock Exchange. From June 2005 to April 2012, he served as a non-executive director of Guangzhou Automobile Group Co., Ltd. (廣州汽車集團股份有限公司), a company listed on the Stock Exchange. From June 2004 to December 2011, Mr. Wang served as the deputy general manager of China National Machinery Industry Corporation (中國機械工業集團有限公司). From August 1998 to June 2000, he was the party secretary and deputy general manager of China National Automotive Industry Import and Export Corporation (中國汽車工業進出口總公司). He was the vice president of China Association of Automobile Manufacturers (中國汽車工業協會), and the vice chairman of each of the Seventh Standing Council of the Society of Automotive Engineers of China (中國汽車工程學會第七屆常務理事會) and the Council of China Auto Talents Society (中國汽車人才研究會理事會). Mr. Wang obtained a professional graduation certificate in casting technology and equipment from Harbin Institute of Technology (哈爾濱工業大學) in September 1978 and a postgraduate diploma of a master’s course in technology and economics from Harbin Institute of Technology in April 1995.

Terms of Reference of Remuneration Committee>>

Nomination Committee

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    Mr. Wu Xiao An

    Mr. Wu Xiao An (also known as Mr. Ng Siu On) (吳小安), aged 58, is the chairman of the Company. He was appointed as a director of the Company on 10 March 2011 and designated as an executive director of the Company on 24 April 2012. He has over 25 years of experience in the automotive industry and is primarily responsible for the overall strategic planning and business development of the Group. From April 1998 to September 2016, Mr. Wu was a director of Southern State Investment Limited. From April 1998 to September 2005 and from July 2011 to November 2016, he was a director of Mianyang Xinchen Engine Co., Ltd. (綿陽新晨動力機械有限公司) (“Mianyang Xinchen”). Since February 2011, he has been a director of Brilliance Investment Holdings Limited. Since 2002, Mr. Wu has served various positions in Brilliance China Automotive Holdings Limited (“Brilliance China”, a company listed on the Main Board of the Stock Exchange (stock code: 1114)), including the chairman of Brilliance China since June 2002, an executive director since January 1994 and the vice chairman and chief financial officer from January 1994 to June 2002. He has also been a director of Huachen Automotive Group Holdings Company Limited (“Huachen”) since October 2002 and the chairman of BMW Brilliance Automotive Ltd. since May 2003. From January 1994 to August 2016, he was a director of Shenyang Brilliance JinBei Automobile Co., Ltd.. From 1988 to 1993, he was the deputy manager of the Bank of China, New York Branch. Mr. Wu obtained a bachelor’s degree of arts from Beijing Foreign Languages Institute (北京外國語學院) (now known as Beijing Foreign Studies University (北京外國語大學)) in 1985 and a master of business administration degree from Fordham University in New York in 1992.

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    Mr. Wang Jun

    Mr. Wang Jun (王隽), aged 58, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 29 years of experience in the legal field, especially in corporate compliance operation, risk control, corporate law, litigation and arbitration. Since February 2009, Mr. Wang has been practising law at the Beijing Office of Dacheng Law Offices (北京大成律師事務所). From April 2000 to February 2009, he practised law at the Beijing Jian Yuan Law Offices (北京市建元律師事務所). From September 1987 to March 2000, he was employed by China University of Petroleum (中國石油大學) as a teacher. From September 1983 to September 1985, he served as the cadre of the Railway Transport High Court (鐵路運輸高級法院). Mr. Wang obtained a postgraduate degree in economic law in July 1987 and a bachelor’s degree in law from the department of law in July 1983, both from the China University of Political Science and Law (中國政法大學).

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    Mr. Huang Haibo

    Mr. Huang Haibo(黃海波), aged 64, was appointed as a director of the Company on 30 November 2011, and designated as an independent non-executive director of the Company on 24 April 2012. He has spent over 34 years researching and applying his expertise in automotives technology. Since September 1983, Mr. Huang has been serving as the teaching assistant, lecturer, associate professor and professor in the Department of Automotive Engineering of Sichuan University of Science and Technology(四川工業學院)(renamed as the Transport and Automotives Engineering School in Xihua University(西華大學)in 2003). From 2003 to 2012, he served as the dean in the Transport and Automotive Engineering School in Xihua University. From July 2008 to August 2013, Mr. Huang served as an independent non-executive director of Hunan Jiangnan Red Arrow Co. Ltd.(湖南江南紅箭股份有限公司), a company listed on the Shenzhen Stock Exchange. He was the chairman of the Sichuan Xihua Vehicle Authentication Institution(四川西華機動車司法鑒定所) from August 2005 to November 2018 and a member of National Technical Committee on Operating Safe Technology and Testing Equipment of Motor Vehicles and of Standardization Administration of China(全國機動車運行安全技術檢測設備標準化技術委員會)from 2008 to 2018. Since December 2018, Mr. Huang is the supervisor of Sichuan Xihua Jiaotong Forensics Center(西川西華交通司法鑒定中心). He received a master’s degree in Beijing Institute of Agricultural Mechanization(北京農業機械化學院)in December 1983 and a doctorate degree in Engineering in Sichuan University(四川大學)in December 2004.

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    Mr. Wang Songlin

    Mr. Wang Songlin (王松林), aged 68, was appointed as an independent non-executive director of the Company on 24 April 2012. He has over 40 years of experience in the PRC automotive industry. From 2000 to 2011, May 2005 to March 2011, August 2007 to March 2012, and July 2009 to September 2010, Mr. Wang served as the chairman of each of Beijing Zhongqi Jingtian Auto Trading Co., Ltd. (北京中汽京田汽車貿易有限公司), Beijing Guoji Longsheng Automobile Co., Ltd. (北京國機隆盛汽車有限公司), Beijing Guoji Fengsheng Automobile Co., Ltd. (北京國機豐盛汽車有限公司) and Changsha Qidian Automotive Products Co., Ltd. (長沙汽電汽車零部件有限公司), respectively. He served as the vice president of China National Automotive Industry Corporation (中國汽車工業總公司) and the vice president of China National Machinery Industry Corporation (中國機械工業集團有限公司). Mr. Wang has been an independent director of Zhejiang Meili High Technology Co., Ltd. (浙江美力科技股份有限公司), a company listed on the Shenzhen Stock Exchange, since November 2016. From December 2016 to January 2020, he was a director of China Automotive Engineering Research Institute Co., Ltd. (中國汽車工程研究院股份有限公司), a company listed on the Shanghai Stock Exchange. From October 2011 to February 2014, he served as a director of Sinomach Automobile Co., Ltd. (國機汽車股份有限公司), a company listed on the Shanghai Stock Exchange. From June 2005 to April 2012, he served as a non-executive director of Guangzhou Automobile Group Co., Ltd. (廣州汽車集團股份有限公司), a company listed on the Stock Exchange. From June 2004 to December 2011, Mr. Wang served as the deputy general manager of China National Machinery Industry Corporation (中國機械工業集團有限公司). From August 1998 to June 2000, he was the party secretary and deputy general manager of China National Automotive Industry Import and Export Corporation (中國汽車工業進出口總公司). He was the vice president of China Association of Automobile Manufacturers (中國汽車工業協會), and the vice chairman of each of the Seventh Standing Council of the Society of Automotive Engineers of China (中國汽車工程學會第七屆常務理事會) and the Council of China Auto Talents Society (中國汽車人才研究會理事會). Mr. Wang obtained a professional graduation certificate in casting technology and equipment from Harbin Institute of Technology (哈爾濱工業大學) in September 1978 and a postgraduate diploma of a master’s course in technology and economics from Harbin Institute of Technology in April 1995.

Terms of Reference of Nomination Committee>>