SMI CULTURE & TRAVEL GROUP HOLDINGS LIMITED 
By 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.
QIN JIA YUAN MEDIA SERVICES COMPANY LIMITED+ (Incorporated in the Cayman Islands with limited liability) (Stock Code: 2366)
APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND MEMBER OF BOARD COMMITTEES
The Board announces that Mr. Yeung has been appointed as an independent non-executive Director, a member of each of the audit committee and the remuneration committee of the Company with effect from 18 January 2013.
The Board hereby also confirms that subsequent to the appointment of Mr. Yeung, the Company is now in full compliance with the requirements of (i) number of independent non-executive Directors pursuant to Rule 3.10(1) and Rule 3.10A of the Listing Rules; and (ii) number of members of audit committee pursuant to Rule 3.21 of the Listing Rules.
The board (the "Board") of directors (the "Director(s)") of Qin Jia Yuan Media Services Company Limited (the "Company") announces that Mr. Yeung Chung Hang, Patrick ("Mr. Yeung") has been appointed as an independent non-executive Director and a member of each of the audit committee and the remuneration committee of the Company with effect from 18 January 2013.
Mr. Yeung, aged 38, has over 15 years of experience in investment banking and private equity in the Asia Pacific region. He is currently a Managing Director of Crosby Asset Management (Hong Kong) Limited and a Director of BlackPine Private Equity Partners. Mr. Yeung joined Crosby Capital Limited ("Crosby") in 1999 and has held senior positions spanning its venture capital, corporate finance and investment management businesses. Prior to Crosby, Mr. Yeung worked in the investment banking divisions of Salomon Smith Barney and Bear Stearns in Hong Kong. Mr. Yeung holds a Bachelor of Science degree from the Massachusetts Institute of Technology in Electrical Science and Engineering.
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Save as disclosed above and as of the date of the announcement, Mr. Yeung does not hold any position in the Company or any of its subsidiaries nor have any relationship with any Director, senior management, substantial shareholder or controlling shareholder of the Company. He has not held any directorship in other listed companies in Hong Kong or overseas or other major appointments and qualifications in the past three years.
As of the date of the announcement, Mr. Yeung does not have any interests in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571, Laws of Hong Kong) (the "SFO").
Mr. Yeung has confirmed that he meets the independence criteria as set out in Rule 3.13 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). In relation to Mr. Yeung's appointment as an independent non-executive Director, there is no other information to be disclosed pursuant to the requirements of the provisions under Rule
13.51(2)(h) to Rule 13.51(2)(v) of the Listing Rules and no other matters that need to be brought to the attention of the shareholders of the Company.
The Company will enter into a letter of appointment with Mr. Yeung in relation to his appointment as an independent non-executive Director. His appointment is for a term of two years, subject to the articles of association of the Company relating to retirement by rotation and re-election. Mr. Yeung is entitled to a director fee of HK$120,000 per annum, which is determined by the Board with reference to his respective responsibilities and duties, the Company's remuneration policy as well as the prevailing market conditions.
The Board hereby also confirms that subsequent to the appointment of Mr. Yeung, the Company is now in full compliance with the requirements of (i) number of independent non-executive Directors pursuant to Rules 3.10(1) and Rule 3.10A of the Listing Rules; and (ii) number of members of audit committee pursuant to Rule 3.21 of the Listing Rules.
The Board would like to extend its warm welcome to Mr. Yeung in joining the Board.
By Order of the Board of
Executive Director and Chief Executive Officer
Hong Kong, 18 January 2013
As at the date of this announcement (taking into account the change to the Board as disclosed herein), the Board consists of two executive Directors: Mr. LAI Tsz Wah (Chief Executive Officer) and Mr. GUO Hong; three non-executive Directors: Dr. LEUNG Anita Fung Yee Maria (Chairman), Mr. Peter Alphonse ZALDIVAR (with Mr. LAM Haw Shun, Dennis, JP as his alternate director) and Dr. LIN Junbo; and three independent non-executive Directors: Ms. SZETO Wai Ling, Virginia, Mr. FUNG Ho Leung, Arthur and Mr. YEUNG Chung Hang, Patrick.
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