AV Concept Holdings Limited — Board/Management Information 2020

Jul 26, 2020

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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ESPRIT HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

STOCK CODE: 00330

(1) RESIGNATION OF AN INDEPENDENT NON-EXECUTIVE DIRECTOR, CHAIRMAN OF REMUNERATION COMMITTEE AND MEMBER OF AUDIT COMMITTEE

(2) NON-COMPLIANCE WITH RULES 3.10A AND 3.25 OF THE LISTING RULES AND

(3) LIST OF DIRECTORS AND THEIR ROLE AND FUNCTION

RESIGNATION OF AN INDEPENDENT NON-EXECUTIVE DIRECTOR, CHAIRMAN OF REMUNERATION COMMITTEE AND MEMBER OF AUDIT COMMITTEE

The Board of Directors (the “Board”) of Esprit Holdings Limited (the “Company”) announces that Dr. Martin WECKWERTH (“Dr. WECKWERTH”) has resigned as an Independent Non-executive Director of the Company, chairman of the Remuneration Committee of the Board and a member of the Audit Committee of the Board with effect from 24 July 2020.

Dr. WECKWERTH has confirmed that he has no disagreement with the Board and there are no matters in relation to his resignation that need to be brought to the attention of the shareholders of the Company.

The Board would like to take this opportunity to express its sincere gratitude to Dr. WECKWERTH for his valuable contribution to the Company during his tenure of office.

NON-COMPLIANCE WITH RULES 3.10A AND 3.25

Subsequent to the resignation Dr. WECKWERTH, the Company has failed to meet the following requirements:

• (1) the Company must appoint independent non-executive directors representing at least one-third of the Board under Rule 3.10A of the Rules Governing the Listing of the Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”); and

• (2) the composition of the Remuneration Committee under Rule 3.25 of the Listing Rules.

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The Board is endeavouring to identify suitable candidate to fill the vacancy as soon as possible and in any event within three months from 24 July 2020 in order to comply with the requirements under Rules 3.11 and 3.27 of the Listing Rules. The Company will make further announcement(s) as and when appropriate.

LIST OF DIRECTORS AND THEIR ROLE AND FUNCTION

Following the abovementioned resignation of director, the compositions of the Audit Committee, the Nomination Committee, the Remuneration Committee, the Risk Management Committee and the General Committee of the Board as of the date of this announcement are as follows:

Committee Director	Audit Committee	Nomination Committee	Remuneration Committee	Risk Management Committee	General Committee
Non-executive Chairman
Dr. Raymond OR Ching Fai		Chairman			Member
Executive Directors
Anders Christian KRISTIANSEN			Member		Member
Dr. Johannes Georg SCHMIDT-SCHULTES				Member	Member
Marc Andreas TSCHIRNER					Member
CHIU Su Yi Christin			Member		Member
WONG Hung Wai					Member
Non-executive Director
Jürgen Alfred Rudolf FRIEDRICH	Member
Independent Non-executive Directors
Carmelo LEE Ka Sze		Member	Member	Chairman
Sandrine Suzanne Eleonore Agar ZERBIB	Member		Member	Member
Joseph LO Kin Ching	Chairman	Member

By Order of the Board Ophelia LO Tik Man Company Secretary

Hong Kong, 26 July 2020

As at the date of this announcement, the Board comprises (i) Mr. Anders Christian KRISTIANSEN (Group Chief Executive Officer), Dr. Johannes Georg SCHMIDTSCHULTES (Group Chief Financial Officer), Mr. Marc Andreas TSCHIRNER, Ms. CHIU Su Yi Christin and Mr. WONG Hung Wai as Executive Directors; (ii) Dr. Raymond OR Ching Fai (Non-executive Chairman) and Mr. Jürgen Alfred Rudolf FRIEDRICH as Non-executive Directors; and (iii) Mr. Carmelo LEE Ka Sze, Ms. Sandrine Suzanne Eleonore Agar ZERBIB and Mr. Joseph LO Kin Ching as Independent Non-executive Directors.

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