ChinaCache Strengthens Corporate Governance Standards Following Special Committee Review
28 Agosto 2019 - 11:00AM
ChinaCache International Holdings Ltd. (“ChinaCache” or the
“Company”) (Nasdaq GS: CCIH), a leading total solutions provider of
Internet content and application delivery services in China, today
announced that a special committee comprised of independent members
of the Company’s Board of Directors (the “Special Committee”) has
concluded the fact-finding portion of an internal investigation
into the circumstances surrounding the arrest of the Company’s
former Chief Executive Officer and Chairman, Mr. Song Wang (“Mr.
Wang”), and allegations of enterprise bribery involving the Company
that date back to 2014.
The Special Committee retained the law firm of
Simpson Thacher & Bartlett LLP to assist in conducting this
investigation. While the Special Committee identified
potential concerns relating to certain Company transactions that
may indicate that improper payments were made in connection with
the 2014 transaction at issue, it did not identify direct
evidence indicating that Mr. Wang or any member of Company
Management or the Board of Directors (the “Board”) engaged in or
approved of any improper payment. It should be noted that the
Special Committee’s investigation was constrained to some extent by
the passage of time, significant turnover in Company personnel
since 2014 and the lack of direct access to Mr. Wang.
Notwithstanding the foregoing, the Special Committee did identify
weaknesses in the Company’s compliance program and recommended
several improvements, including the addition of resources for
compliance and internal audit functions and enhanced training.
The Board has approved the adoption of all of these
recommendations and the Company has begun implementing
them.
The Board also accepted the resignation of two
senior managers (including one who was also a director of the
Company), who did not notify the Board of the arrest of Mr. Wang
until May 16, 2019. It is the understanding of the Special
Committee that during the absence of Mr. Wang, from around January
16, 2019 until May 16, 2019, the Company’s operations were managed
by other members of the Company’s management team, including a
member thereof who exercised certain management authority under
power of attorney granted by Mr. Wang prior to his detention.
To enhance its commitment to stringent corporate
governance standards, the Board was recently reconstituted by
appointing three new directors. The reconstituted Board consists of
two independent directors and two executive directors. The Chairman
of the Board and all members of the audit, compensation, nominating
and corporate governance committees are independent. In addition,
the management of the Company is currently led by Mr. Bin Liu, the
acting chief executive officer, who was appointed to replace Mr.
Wang on May 17, 2019. The Company intends to add a third
independent director to the Board in the near term to ensure that
there are three independent directors on the audit committee and
that a majority of the directors on the Board are independent, as
required by Nasdaq Listing Rules.
About ChinaCache International Holdings
Ltd.
ChinaCache International Holdings Ltd. is a
leading total solutions provider of Internet content and
application delivery services in China. Through its distinctive
3-tier Internet ecosystem, ChinaCache also offers Internet data
center management, Internet Exchange operations and cloud hosting
services. ChinaCache's network is interconnected with the
incumbent carriers as well as other local Internet & broadband
service providers in China. With two decades of experience in
developing customized solutions for China's complex Internet
infrastructure, ChinaCache has helped enterprises, SME clients,
government agencies and other organizations enhance the reliability
and scalability of their online services and applications. To
learn more about ChinaCache and how it has improved end-user
experience, please visit ir.chinacache.com.
Safe Harbor Statement
This announcement contains forward-looking
statements. These statements are made under the "safe harbor"
provisions of the U.S. Private Securities Litigation Reform Act of
1995. These forward-looking statements can be identified by
terminology such as "will," "expects," "anticipates," "future,"
"intends," "plans," "believes," "estimates" and similar statements.
ChinaCache may also make written or oral forward-looking statements
in its reports filed or furnished to the U.S. Securities and
Exchange Commission, in its annual reports to shareholders, in
press releases and other written materials and in oral statements
made by its officers, directors or employees to third parties.
Forward-looking statements involve inherent risks and
uncertainties. A number of factors could cause actual results to
differ materially from those contained in any forward-looking
statements, including but not limited to the following: the
Company's goals and strategies, expansion plans, the expected
growth of the content and application delivery services market, the
Company's expectations regarding keeping and strengthening its
relationships with its customers, and the general economic and
business conditions in the regions where the Company provides its
solutions and services. Further information regarding these and
other risks is included in the Company's filings with the U.S.
Securities and Exchange Commission. All information provided in
this press release is as of the date of this press release, and
ChinaCache undertakes no duty to update such information, except as
required under applicable law.
For investor and media inquiries please
contact:
Investor Relations DepartmentChinaCache
International HoldingsTel: +86 10 6408-5686Email:
ir@chinacache.com
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