Item
5.02.
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
|
The
disclosure under Item 1.01 above is hereby incorporated into this disclosure under Item 5.02.
Change
in Executive Officers
Effective
August 30, 2011, the board of directors of the Company (the “
Board
”) appointed Mr. Renyan Ge as Chief Executive
Officer (the “
CEO
”), pursuant to that certain Management Service Agreement between the Company and Mr. Ge (as
amended and restated August 24, 2014 and July 31 2016, the “
Ge Management Agreement
”). The Ge Management Agreement
expired by its terms on August 31, 2016. As such, Mr. Ge’s term as the Company’s CEO ended as of that date.
Effective
August 30, 2011, the Board appointed Ms. Xili Wang as Chief Financial Officer (the “
CFO
”), pursuant to that
certain Management Service Agreement between the Company and Ms. Wang (as amended and restated August 24, 2014 and July 31 2016,
the “
Wang Management Agreement
”). The Wang Management Agreement expired by its terms on August 31, 2016. As
such, Ms. Wang’s term as the Company’s CFO ended as of that date. In addition, Ms. Wang resigned her position as corporate
secretary effective August 31, 2016.
Effective
September 1, 2016, the Board appointed (i) Mr. Zhixiong Wei, an existing member of the Board, as the Company’s CEO, (ii)
Ms. Li Ouyang as the Company’s CFO, and (iii) Ms. Yang as the Company’s corporate secretary, in each case to hold
office until the next annual meeting of stockholders and until a successor is elected and qualified, or until either of their
earlier resignation, removal or death.
Mr.
Wei will receive compensation of US$50,000 per annum for past services rendered as a member of the Board from Jan 1, 2015 to August
31, 2016. In his capacity as CEO and Chairman of the Board, Mr. Wei will receive annual compensation of US$50,000.
Change
in Directors
Effective
on September 1, 2016, Mr. Ge resigned his position as Chairman of the Board. However, Mr. Ge will continue as a member of the
Board. Effective September 1, 2016, Mr. Ge will receive annual compensation of US$50,000 for his service as a member of the Board.
Effective
on September 1, 2016, the Board elected Mr. Wei as Chairman of the Board.
The
Company’s Board remains comprised of Messrs. Ge and Wei.
There
are no family relationships between Ms. Ouyang or Ms. Yang, and other executive officers of the Company or members of the Board.
Since January 1, 2015 there have been no, and there are no current or proposed, transactions between the Company and Ms. Ouyang
or Ms. Yang, directly or indirectly, where the amount involves exceeds $120,000.
On
September 1, 2014, the Company’s indirectly owned Chinese subsidiary, Shenzhen CC Power Corporation (“
CC Power
”)
entered into an unsecured loan facility with Mr. Wei of up to RMB 5,000,000 at 15% simple interest. Loans under this facility
are guaranteed by the Company. From December 31, 2015 to August 31, 2016, Mr. Wei loaned CC Power US$1,126,000. From December
31, 2015 through August 31, 2016, CC Power paid US$1,002,800 in principal and US$123,200 in interest.
Mr.
Wei’s Professional History
Mr.
Wei, age 53, is an experienced entrepreneur and executive in China’s internet and mobile lottery industry. He is the Chief
Executive Officer of CC Power, a position he has held since February 2015. Prior to that, Mr. Wei served as the Chief Executive
Officer of Shenzhen Silvercreek Digital Technology Co., a leading mobile lottery business in China which he founded in 2001, until
its acquisition by AGTech (HKEx: 08279.HK) in 2011. He continued to serve as its director until February 2015. Mr. Wei holds a
master’s degree in Industrial Economics from Chinese Academy of Social Sciences and a bachelor’s degree in business
administration from Hunan University.
Ms.
Ouyang’s Professional History
Ms.
Ouyang, age 44, has been the Director of Finance for the Company and for CC Power since February 2015. Prior to joining CC Power,
Ms. Ouyang was the Finance Manager of Shenzhen Lighting Ltd. from December 2011 to January 2015. Ms. Ouyang served as Accounting
Manager and Finance Manager for Shenzhen Silver Creek Co. Ltd. from October 2011 to August 2011, and as Accountant and Accounting
Manager for Dongguan Zhontai Wood Co. Ltd. from October 1996 to March 2011. Ms. Ouyang received an accounting degree from Hunan
Finance and Economics University in 1995.