CHINA HANKING HOLDINGS LIMITED Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
中國罕王控股有限公司
(incorporated in the Cayman Islands with limited liability)
(Stock code: 03788)- RESIGNATION OF DIRECTORS;
- RE-DESIGNATION AND APPOINTMENT OF DIRECTORS AND CHANGE OF MEMBERS OF THE NOMINATION COMMITTEE, THE REMUNERATION COMMITTEE AND THE AUDIT COMMITTEE; AND
- CHANGE OF AUTHORISED REPRESENTATIVES
The Board announces that, with effect from 18 March 2016:
Ms. Yang Min, currently an executive Director, chairlady of the Board and chairlady of the Nomination Committee, has resigned as the executive Director, chairlady of the Board and chairlady of the Nomination Committee in order to pursue other personal commitments;
Mr. Liao Pin-tsung, currently an executive Director and CFO, has resigned as the executive Director and the CFO in order to pursue other personal commitments; and
Mr. Jiang Zhouhua, currently an independent non-executive Director and members of the Nomination Committee and the Remuneration Committee, has resigned as independent non- executive Director and members of the Nomination Committee and the Remuneration Committee due to his personal commitments on other business.
RE-DESIGNATION AND APPOINTMENT OF DIRECTORS AND CHANGE OF MEMBERS OF THE NOMINATION COMMITTEE, THE REMUNERATION COMMITTEE AND THE AUDIT COMMITTEE
The Board announces that, with effect from 18 March 2016, due to re-division of role and function of the Company:
Mr. Yang Jiye, currently a non-executive Director, vice chairman of the Board, members of the Remuneration Committee, the Audit Committee and HSEC Committee, has been re- designated as executive Director, has been appointed as Chairman and chairman of the Nomination Committee and has resigned as members of the Remuneration Committee and the Audit Committee, but would remain as member of the HSEC Committee;
Mr. Zheng Xuezhi, a former non-executive Director and former CFO, has been appointed as executive Director and the CFO;
Mr. Kenneth Jue Lee, currently a non-executive Director, has been appointed as members of the Remuneration Committee and the Audit Committee and would remain as a non- executive Director; and
Mr. Wang Anjian, currently an independent non-executive Director and members of the Audit Committee and the HSEC Committee, has been appointed as member of the Nomination Committee and would remain as an independent non-executive Director and members of the Audit Committee and the HSEC Committee.
CHANGE OF AUTHORISED REPRESENTATIVE
The Board further announces that with effect from 18 March 2016, Mr. Liao Pin-tsung has resigned as the authorised representative of the Company and Mr. Zheng has been appointed as the authorised representative of the Company.
RESIGNATION OF DIRECTORS
The board (the "Board") of directors (each a "Director") of China Hanking Holdings Limited (the "Company", together with its subsidiaries, the "Group") announces that, with effect from 18 March 2016:
Ms. Yang Min ("Ms. Yang"), currently an executive Director, chairlady of the Board and chairlady of the nomination committee of the Company (the "Nomination Committee"), has resigned as the executive Director, chairlady of the Board and chairlady of the Nomination Committee in order to pursue other personal commitments;
Mr. Liao Pin-tsung ("Mr. Liao"), currently an executive Director and chief financial officer of the Company (the "CFO"), has resigned as the executive Director and the CFO in order to pursue other personal commitments; and
Mr. Jiang Zhouhua ("Mr. Jiang"), currently an independent non-executive Director and members of the Nomination Committee and the Remuneration Committee, has resigned as independent non-executive Director and members of the Nomination Committee and the Remuneration Committee due to his personal commitments on other business.
Each of Ms. Yang, Mr. Liao and Mr. Jiang has confirmed that she/he has no disagreement with the Board and there are no other matters in respect of her/his resignation as the Director that need to be brought to the attention of the holders of the securities of the Company.
The Board announces that, with effect from 18 March 2016, due to re-division of role and function of the Company:
Mr. Yang Jiye ("Mr. Yang"), currently a non-executive Director, vice chairman of the Board, members of the remuneration committee of the Company (the "Remuneration Committee"), the audit committee of the Company (the "Audit Committee") and the health, safety, environmental protection and community committee of the Company (the "HSEC Committee"), has been re-designated as executive Director, has been appointed as chairman of the Board (the "Chairman") and chairman of the Nomination Committee and has resigned as members of the Remuneration Committee and the Audit Committee, but remain would as member of the HSEC Committee.
Mr. Zheng Xuezhi ("Mr. Zheng"), a former non-executive Director and former CFO, has been appointed as executive Director and the CFO;
Mr. Kenneth Jue Lee ("Mr. Lee"), currently a non-executive Director, has been appointed as members of the Remuneration Committee and the Audit Committee and would remain as a non- executive Director; and
Mr. Wang Anjian ("Mr. Wang"), currently an independent non-executive Director and members of the Audit Committee and the HSEC Committee, has been appointed as member of the Nomination Committee and would remain as an independent non-executive Director and member of the Audit Committee and the HSEC Committee.
executive Director, vice chairman of the Board and chief executive officer of the Company during the period from 26 August 2014 to 28 May 2015 and (iv) a non-executive Director and vice chairman of the Board during the period from 25 February 2011 to 26 August 2014. Mr. Yang currently holds various positions of several subsidiaries of the Group, including vice chairman of the board of directors, director and supervisor etc. Mr. Yang is also a vice chairman of the board of directors of
Hanking Group Co., Limited (罕王實業集團有限公司) and chairman of the board of directors of
Liaoning Hanking Investment Co., Ltd. (遼寧罕王投資有限公司). With his previous and current
positions in the Group, Mr. Yang has more than 13 years of experience in corporate governance and management.
Mr. Yang is currently holding a number of positions with various organizations, including a representative of Fushun Municipal People's Congress, vice chairman of Shenyang Federation of Industry and Commerce, secretary general of Shenyang Alumni Association of Guanghua School of Management of Peking University and vice chairman of the Geological Society of Liaoning Province.
Save as disclosed above, he did not hold any directorships in any other listed companies (whose securities are listed on any securities market in Hong Kong or overseas) in the last three years. Mr. Yang is the son of Ms. Yang, the controlling shareholder of the Company.
Mr. Yang has entered into a service contract (which is amended and supplemented by a supplemental agreement dated 28 May 2015) with the Company, and shall be entitled to an annual director's fee of RMB600,000 for a term of three years which commenced on 17 March 2015, which can be terminated by giving a written notice of three months in advance by either party. Mr. Yang is subject to retirement by rotation and re-election at the annual general meeting in accordance with the articles of association of the Company. The director's fee and/or remuneration and benefits of Mr. Yang shall be subject to annual review by the Remuneration Committee. Mr. Yang has confirmed that he has no disagreement with the Board and there is no other matter in relation to his re-designation that needs to be brought to the attention of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and the holders of securities of the Company.
As at the date of this announcement, Mr. Yang is interested in a long position of 424,360,500 shares of the Company required to be disclosed pursuant to Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) by way of trust. Save as disclosed above, Mr. Yang does not have any relationship with any other Directors, senior management, substantial shareholders or controlling shareholders of the Company, nor is there any other information required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Rules (the "Listing Rules") Governing the Listing of Securities on the Stock Exchange, and there is no other matter that needs to be notified to the shareholders of the Company pursuant to Rule 13.51(2)(w) of the Listing Rules.
China Hanking Holdings Ltd. issued this content on 18 March 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 18 March 2016 15:17:00 UTC
Original Document: http://www.cre8ir.com/sites/default/files/03788/hkexnews_import/LTN20160318964.pdf
