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Able Engineering Holdings Limited Board/Management Information 2025

Aug 29, 2025

50048_rns_2025-08-29_b16ff5d9-884c-4dd3-8c8c-aa4b36c9cf9f.pdf

Board/Management Information

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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.

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ABLE ENGINEERING HOLDINGS LIMITED

安保工程控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1627)

(1) RETIREMENT AND APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTORS; AND

(2) CHANGES IN COMPOSITION OF BOARD COMMITTEES

The Board announces that with effect from 1 September 2025:

(1) Dr. LI will retire as an INED and a member of each of the Audit Committee, Remuneration Committee and Nomination Committee;
(2) Ms. MAK will retire as an INED and a member of each of the Audit Committee, Remuneration Committee and Nomination Committee; and
(3) Ar Prof. FUNG will be appointed as an INED and a member of each of the Audit Committee, Remuneration Committee and Nomination Committee.

The board (the "Board") of directors (the "Director(s)") of Able Engineering Holdings Limited (the "Company", together with its subsidiaries, the "Group") announces the below changes to the Board and Board committees of the Company:

(1) RETIREMENT OF INDEPENDENT NON-EXECUTIVE DIRECTORS

In accordance with corporate governance principles governing the term limits of independent non-executive directors ("INED(s)"), Dr. LI Yok Sheung ("Dr. LI") and Ms. MAK Suk Hing ("Ms. MAK"), who have served the Board as INED for over 8 years, will retire from their positions as INEDs, and will cease to be members of the audit committee (the "Audit Committee"), remuneration committee (the "Remuneration Committee") and nomination committee (the "Nomination Committee") of the Company, with effect from 1 September 2025.


Each of Dr. LI and Ms. MAK has confirmed that they have no disagreement with the Board and the Company, and there are no other matters relating to their retirement that need to be brought to the attention of the shareholders of the Company (the "Shareholders") or The Stock Exchange of Hong Kong Limited (The "Stock Exchange").

The Board would like to take this opportunity to express its sincere gratitude to Dr. LI and Ms. MAK for their valuable contribution to the Company during their tenure of office.

(2) APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR

Ar Prof. FUNG Yin Suen Ada, BBS ("Ar Prof. FUNG") will be appointed by the Board as an INED and a member of each of the Audit Committee, Remuneration Committee and Nomination Committee, with effect from 1 September 2025.

The biographical details of Ar Prof. FUNG are set out as follows:

Ar Prof. FUNG, aged 68, has over 30 years of experience in public housing planning, property development, design and construction practice. Prior to joining the Company, Ar Prof. FUNG served various administrative roles at the Hong Kong Housing Department from July 1984 to December 2017, where she last served as the deputy director. Ar Prof. FUNG is currently a member of (a) Panel of Advisors for Land Sharing Pilot Scheme, Development Bureau of the Hong Kong Special Administrative Region ("HKSAR") Government, with an initial term commencing from May 2020 and extended to April 2026; (b) Advisory Council on the Environment, Environment and Ecology Bureau of the HKSAR Government, with an initial term commencing from January 2021 and extended to December 2026; (c) Green Tech Fund Assessment Committee, Environment and Ecology Bureau of the HKSAR Government, with an initial term commencing from January 2021 and extended to December 2026; (d) Occupational Safety and Health Council, Labour and Welfare Bureau of the HKSAR Government, as well as the chairperson of its Construction Industry Safety & Health Steering Committee and Hong Kong Safety & Health Certification Scheme Steering Committee, with an initial term commencing from August 2022 and extended to August 2026; (e) the Diocesan Building and Development Commission of the Catholic Diocese of Hong Kong since December 2019, and (f) Certification Committee for the Green Council Certification Scheme of Green Council, with an initial term commencing from 1 December 2022 and extended to 30 November 2028.

In addition, Ar Prof. FUNG is currently (a) an honorary professor and distinguished faculty fellow of Faculty of Architecture at The University of Hong Kong since 2019; (b) an adjunct professor of the Department of Civil and Environmental Engineering at the Hong Kong University of Science and Technology, with a term from February 2024 to January 2027; and (c) an adjunct professor of the Department of Building and Real Estate at The Hong Kong Polytechnic University since May 2025.

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Ar Prof. FUNG holds a Bachelor of Arts in Architectural Studies and a Bachelor of Architecture from the University of Hong Kong. She was awarded a Bronze Bauhinia Star in July 2016.

Ar Prof. FUNG will enter into an appointment letter with the Company for an initial term of one year commencing from 1 September 2025. She shall hold office until the first annual general meeting of the Company after her appointment and shall then be eligible for re-election. Her appointment is subject to the retirement by rotation and re-election provisions as set out in the articles of association of the Company and in accordance with the Rules Governing the Listing of Securities on The Stock Exchange (the “Listing Rules”). Ar Prof. FUNG is entitled to an annual Director’s fee of HK$240,000 which is determined by the Board with reference to her duties and responsibilities as well as the prevailing market conditions, with the recommendation of the Remuneration Committee, which will be reviewed annually by the Board and the Remuneration Committee.

Save as disclosed, as at the date of this announcement, Ar Prof. FUNG (i) has not held any directorships in other public companies, the securities of which are listed on any securities market in Hong Kong or overseas in the last three years; (ii) does not hold any other positions in the Company or any members of the Group; (iii) does not have other major appointments and professional qualifications; (iv) does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company; and (v) 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 of the Laws of Hong Kong).

Ar Prof. FUNG has also confirmed that (i) she meets the independence criteria as set out in Rule 3.13 of the Listing Rules, (ii) she does not have any past or present financial or other interest in the business of the Group or any connection with any core connected person (as defined in the Listing Rules) of the Company, and (iii) there are no other factors that may affect her independence at the time of her appointment.

Save as disclosed above, to the best knowledge of the Board, there are no other matters relating to Ar Prof. FUNG’s appointment that need to be brought to the attention of the Shareholders nor is there any information required to be disclosed pursuant to Rule 13.51(2)(h) to 13.51(2)(v) of the Listing Rules.

The Board expresses its warm welcome to Ar Prof. FUNG on joining the Board.

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(3) CHANGES IN COMPOSITION OF BOARD COMMITTEES

Following the retirement of Dr. LI and Ms. MAK from their positions above, the composition of the Board committees of the Company will be changed as follows:

(i) Dr. LI and Ms. MAK will cease to be members of the Audit Committee, Remuneration Committee and Nomination Committee with effect from 1 September 2025; and

(ii) Ar Prof. FUNG will be appointed as a member of each of the Audit Committee, Remuneration Committee and Nomination Committee with effect from 1 September 2025.

By Order of the Board
ABLE ENGINEERING HOLDINGS LIMITED
YAU Kwok Fai
Chairman

Hong Kong, 29 August 2025

As at the date of this announcement, the Board comprises the following Directors:

Executive Directors
Mr. YAU Kwok Fai (Chairman)
Mr. LEE Hang Wing James (CEO)

Independent Non-executive Directors
Prof. KO Jan Ming
Dr. LEE Man Piu Albert
Dr. LI Yok Sheung
Ms. MAK Suk Hing
Mr. MONG Chan

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