BOC Aviation Limited — Board/Management Information 2016

Dec 13, 2016

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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BOC AVIATION LIMITED

中銀航空租賃有限公司 *

(Incorporated in the Republic of Singapore with limited liability)

Stock Code: 2588

APPOINTMENT OF NON-EXECUTIVE DIRECTOR AND INDEPENDENT NON-EXECUTIVE DIRECTOR AND CHANGE OF BOARD COMMITTEE MEMBERSHIP

The board of Directors (the “ Board ”) of BOC Aviation Limited (the “ Company ”) announces that:

• (1) Mr. Gao Zhaogang has been appointed as a Non-executive Director of the Company, a member of the Nomination Committee and a member of the Remuneration Committee of the Company;

• (2) Dr. Yeung Yin Bernard has been appointed as an Independent Non-executive Director of the Company, a member of the Strategy and Budget Committee and a member of the Nomination Committee of the Company; and

• (3) Mr. Li Mang has ceased to be a member of the Remuneration Committee of the Company,

all with effect from 13 December 2016.

*For identification purpose only

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Appointment of Non-executive Director

The Board announces that Mr. Gao Zhaogang has been appointed as a Nonexecutive Director of the Company, a member of the Nomination Committee and a member of the Remuneration Committee of the Company with effect from 13 December 2016.

Mr. Gao Zhaogang, aged 47, is currently an Employee Supervisor and the General Manager of the Human Resources Department of Bank of China. Mr. Gao worked in the Organisation Department of the CPC Central Committee from January 2001 to July 2014, and successively served as a Consultant (of deputy head level) of the Office of Enterprise Cadres, the Deputy Head, Head and Deputy Inspector of the Bureau Five of Cadres. From December 1998 to January 2001, he served as the Deputy Head of the Development Research Department of China National Petroleum Corporation. Mr. Gao worked in the Dagang Oilfield and China National Petroleum Corporation from July 1992 to December 1998. Mr. Gao graduated from Xi’an Shiyou Institute in 1992 and obtained a doctorate degree in management science and engineering from Beijing University of Technology in 2012. He has served as an Employee Supervisor of Bank of China since April 2016.

In accordance with the Company’s Constitution, Mr. Gao will hold office as a Director until the annual general meeting to be held in 2017 and will be subject to retirement by rotation and re-election in accordance with the Company’s Constitution and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”). Mr. Gao has entered into a formal letter of appointment as Non-executive Director with the Company setting out the key terms and conditions in relation to his appointment. Mr. Gao is not entitled to receive any director’s fee or committee service fees under the terms of his letter of appointment.

Save as disclosed above, Mr. Gao does not have any relationship with any Director, senior management, or substantial or controlling shareholder of the Company.

Mr. Gao does not have any interest (within the meaning of Part XV of the Securities and Futures Ordinance) in the shares or underlying shares of the Company.

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Save as disclosed above, there is no other information relating to Mr. Gao to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there is no other matter which needs to be brought to the attention of the shareholders of the Company.

The Board wishes to take this opportunity to warmly welcome Mr. Gao to join the Board.

Appointment of Independent Non-executive Director

The Board announces that Dr. Yeung Yin Bernard has been appointed as an Independent Non-executive Director of the Company, a member of the Strategy and Budget Committee and a member of the Nomination Committee of the Company with effect from 13 December 2016.

Dr. Yeung Yin Bernard, aged 63, has been the Dean and Stephen Riady Distinguished Professor at National University of Singapore (“ NUS ”) Business School since 2008. Dr. Yeung has more than 30 years of research and teaching experience in finance, economics and business. Before joining NUS in 2008, Dr. Yeung held faculty positions in various universities and institutions, including the Faculty of Business of University of Alberta (1983 to 1988), University of Michigan Business School (1988 to 1999) and Stern School of Business of New York University (1999 to 2009).

Dr. Yeung has various major public appointments which are summarised as follows:

Period	Title	Organisation
2016 to date	Member	Social Science Research Council, Singapore
2014 to date	President	Asia Bureau of Finance and Economics Research
2015 to date	Member of 3rd Advisory Board of the College	Antai College of Economics and Management, Shanghai Jiao Tong University
2014 to date	Council Member of Advisory Council	Economics and Management School of Wuhan University
2014 to date	Panel Member of International Academic Panel	Singapore Institute of Management

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2009 – 2010	President	Association of Asia-Pacific Business Schools
2009	Member of the main & 1st sub-committee	Singapore Economic Strategies Committee

Dr. Yeung graduated from University of Western Ontario in 1979 with a bachelor’s degree in Economics and Mathematics. He then was awarded a Master of Business Administration and a Doctor of Philosophy by The University of Chicago in December 1981 and 1984 respectively.

In accordance with the Company’s Constitution, Dr. Yeung will hold office as a Director until the annual general meeting to be held in 2017 and will be subject to retirement by rotation and re-election in accordance with the Company’s Constitution and the Listing Rules. Dr. Yeung has entered into a formal letter of appointment as Independent Non-executive Director with the Company setting out the key terms and conditions in relation to his appointment. Dr. Yeung will be entitled to receive a director’s fee of US$30,000 per annum, US$10,000 per annum as a member of Strategy and Budget Committee and US$5,000 per annum as a member of Nomination Committee. Such fees will be pro-rated according to his actual length of service. The aforesaid fees were determined with reference to his duties and responsibilities with the Company and prevailing market conditions.

Save as disclosed above, Dr. Yeung does not have any relationship with any Director, senior management or substantial or controlling shareholder of the Company.

Dr. Yeung does not have any interest (within the meaning of Part XV of the Securities and Futures Ordinance) in the shares or underlying shares of the Company.

Save as disclosed above, there is no other information relating to Dr. Yeung to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there is no other matter which needs to be brought to the attention of the shareholders of the Company.

The Board wishes to take this opportunity to warmly welcome Dr. Yeung to join the Board.

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Change of Board Committee Membership

The Board announces that Mr. Li Mang has ceased to be a member of the Remuneration Committee with effect from 13 December 2016.

The Board would like to take this opportunity to express its sincere gratitude to Mr. Li for his valuable contributions to the Remuneration Committee during his tenure of office.

By Order of the Board BOC Aviation Limited Chan, Victor Sun Ho Company Secretary

Hong Kong, 13 December 2016

As at the date of this announcement and following the above-mentioned change of directors, the Board of Directors of the Company comprises Mr. Chen Siqing as Chairman and Non-executive Director, Mr. Robert James Martin and Mr. Wang Genshan as Executive Directors, Mr. Gao Zhaogang, Mr. Li Mang, Mr. Liu Chenggang and Ms. Zhu Lin as Non-executive Directors and Mr. Dai Deming, Mr. Fu Shula, Mr. Antony Nigel Tyler and Dr. Yeung Yin Bernard as Independent Non-executive Directors.

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