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Corporate governance

  • Overview of corporate governance
  • Board of shareholders
  • Board of directors

GWM HYDROGEN-FTXT (referred to as the "Company") was initiated and established by Great Wall Holding Group on April 15, 2019, with a registered capital of 450 million RMB after 3 years of incubation. The company is committed to returning the power that drives the world to nature and promoting sustainable human development with renewable energy.

 

The company has completed two rounds of private financing, with total financing of more than 1.4 billion RMB and registered capital of nearly 800 million RMB since the end of 2021. Through financing, GWM HYDROGEN-FTXT has successfully introduced strategic investors such as Beijing-Tianjin-Hebei Industrial Collaborative Development Investment Fund, China Building Materials New Material Fund, Human Insurance Technology Innovation Equity Investment Fund, China Construction Credit Navigator Development Fund, etc., continuously optimized the company's shareholder composition, further improved the company management structure, strengthened the internal power of company management, improved operational efficiency, and built a good company management ecology. At present, the company has started the Series B+ financing process, and the IPO compliance preparation is also progressing steadily.

 

The board of shareholders is the company's highest authority, making decisions on major matters such as revision of the articles of association, capital increase, profit distribution, election and replacement of directors and supervisors.


The board of directors is the company's decision-making body, responsible for the board of shareholders, exercising the decision-making right of the company's strategic management and operation management, and ensuring the maximization of shareholder value.


The board of shareholders is the highest authority of the company, currently composed of 17 legal persons and individual shareholders

The main duties of the board of shareholders are:

  • To decide on the company's business policy and investment plan;

  • To decide on the company's business policy and investment plan;

  • To elect and replace directors and supervisors, and decide on the remuneration of directors and supervisors;

  • To review and approve the report of the board of directors;

  • To review and approve supervisors' reports;

  • To review and approve the company's annual financial budget plan and final accounting plan;

  • To review and approve the company's profit distribution plan and loss recovery plan;

  • To make decisions on increasing or reducing the registered capital of the company;

  • To making decisions on the issuance of corporate bonds;

  • To make decisions on the company's combination, division, dissolution, liquidation or change of company form;

  • To make decisions on the company's combination, division, dissolution, liquidation or change of company form;

  • To amend the articles of association.

The board of directors is the company's decision-making body and is responsible for the board of shareholders. The current board of directors consists of 5 people, including Chairman and Executive Director Zhang Tianyu, Executive Director and President Chen Xuesong, Non-executive Directors Tang Haifeng, Du Shuo and Sun Jie.


The main responsibilities of the board of directors are:


  • To convene board of shareholders and report to the board of shareholders

  • To execute the resolutions of the board of shareholders

  • To decide on the company's business plan and investment plan;

  • To formulate the company's annual financial budget plan and final account plan;

  • To formulate the plans for company profit distribution and losses recovery.

  • To formulate plans for increasing or decreasing the company's registered capital and issuing corporate bonds;

  • To formulate plans for merger, division, dissolution or change of company form;

  • To decide on the establishment of the company's internal management structure;

  • To decide on the appointment or dismissal of the general manager and his remuneration, and to decide on the appointment or dismissal of the deputy general manager and the financial of administrator and their remuneration upon the nomination of the general manager;

  • To decide on the employment or dismissal of the accounting firm undertaking the company's audit business;

  • To formulate the basic management system of the company;

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Internal controls

Based on the industry, development stage and management mode, the company designs and builds an internal control system according to the COSO model, which also covers the internal control system of financial reporting, so as to ensure that the main risks of the business process are identified, the control points corresponding to the risks are effectively established and described in detail.


The company will continue to improve the internal control management system, strengthen the supervision and inspection of the implementation of internal control, constantly optimize the company's various business processes and internal control environment, establish sound and effective implementation of internal control, and provide reasonable guarantee for the company's operation and management, asset safety, the authenticity and fairness of financial reports and related information. We will further improve the overall level of corporate governance, strengthen the company's high-quality development, and promote the realization of the company's development strategy。


The company is committed to advocating and maintaining the integrity and anti-corruption corporate culture of the company. We have formulated the Code of clean conduct to clarify the basic business behavior standards that executives and employees must abide by in the company's business behaviors, and routinely organize training and signing for all staff to ensure that they read, understand and comply with it. The company has initially established a modern corporate governance structure, including the board of shareholders, the board of directors, functional departments and management teams at all levels. Each organization has clear authorization and clear accountability mechanism. In terms of organizational structure, we have clarified the separation of powers and responsibilities among organizations to monitor and check each other. The vice president of investment and financing of the company is responsible for the internal control management of the whole company. The internal control management department reports the defects and improvement to the management of the company and assists in the construction of a good environment. The internal audit department independently supervises and evaluates the control status of all business activities of the company.

The background of shareholders

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