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CITIC Limited — Board/Management Information 2016
Mar 18, 2016
49082_rns_2016-03-18_250e2b68-8b46-45f6-9109-a89decd3e958.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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CHANGES TO THE BOARD AND CHANGE OF AUDIT AND RISK MANAGEMENT COMMITTEE MEMBER
The board of directors (the “Board”) of CITIC Limited (the “Company”) announces the following changes with effect from 18 March 2016:
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(1) Appointment of Mr Song Kangle and Mr Li Rucheng as Non-executive Directors;
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(2) Appointment of Mr Chow Man Yiu, Paul as an Independent Non-executive Director;
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(3) Retirement of Ms Cao Pu from the Board as a Non-executive Director and a member of the Audit and Risk Management Committee; and
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(4) Appointment of Mr Anthony Francis Neoh, an Independent Non-executive Director of the Company, as a member of the Audit and Risk Management Committee.
The Board of the Company announces the following changes:
1. Appointment of Mr Song Kangle as a Non-executive Director
Mr Song Kangle (“Mr Song”), aged 52, has been appointed as a Non-executive Director of the Company with effect from 18 March 2016.
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Mr Song is currently serving as Counsel at director general level in Department of Asset Management of Ministry of Finance. He worked with several posts in Ministry of Finance as staff member, senior staff member, principal staff member, deputy director, consultant at director level, associate counsel, deputy director general and counsel at director general level in various departments, such as Department of Human Resource Development, Department of External Financing, Department of External Affairs and Department of Enterprise. He graduated from School of Public Finance and Taxation of Liaoning Institute of Finance and Economics (now known as Dongbei University of Finance and Economics) with a bachelor’s degree in public finance and China Europe International Business School of Shanghai Jiao Tong University. He is a postgraduate degree holder.
2. Appointment of Mr Li Rucheng as a Non-executive Director
Mr Li Rucheng (“Mr Li”), aged 64, has been appointed as a Non-executive Director of the Company with effect from 18 March 2016.
Mr Li is currently vice chairman of China Association for Public Companies, chairman of The Listed Company Association of Ningbo. He serves as the chairman of the Eighth Board of Directors of Youngor Group Co., Ltd., executive director of Ningbo Shengda Development Co., Ltd. and chairman of Ningbo Youngor Holdings Co., Ltd.. He was the representative to the Ninth, Tenth, and Eleventh National People’s Congress. He served as managing director of Youth Development Company, chairman and general manager of Ningbo Youngor Garment Co., Ltd, as well as chairman and general manager of Youngor Group. Mr Li is a Senior Economist.
3. Appointment of Mr Chow Man Yiu, Paul as an Independent Non-executive Director
Mr Chow Man Yiu, Paul (“Mr Chow”), aged 69, has been appointed as an Independent Non-executive Director of the Company with effect from 18 March 2016.
Mr Chow currently serves as the Chairman of Hong Kong Cyberport Management Company Limited, an independent non-executive director of Bank of China Limited (listed on the Main Board of the Stock Exchange of Hong Kong and the Shanghai Stock Exchange), China Mobile Limited (listed on the Main Board of the Stock Exchange of Hong Kong and the New York Stock Exchange), Julius Baer Group Ltd. (listed on the SIX Swiss Exchange) and Bank Julius Baer Co. Ltd. Mr Chow also serves as a member of Advisory Committee on Innovation and Technology of the Government of the Hong Kong Special Administrative Region (“HKSAR Government”) and a member of Asian Advisory Committee of AustralianSuper Pty. Ltd. Mr Chow was an executive director and Chief Executive of Hong Kong Exchanges and Clearing Limited (listed on the Main Board of the Stock Exchange of Hong Kong) from May 2003 to January 2010. He served as the Chief Executive, Asia Pacific Region (ex-Japan) of HSBC Asset Management (Hong Kong) Limited from 1997 to 2003. Mr Chow was awarded the title of Justice of the Peace, the Silver Bauhinia Star and the Gold Bauhinia Star by the HKSAR Government in 2003, 2005 and 2010 respectively.
The Board would like to extend its warmest welcome to Mr Song, Mr Li and Mr Chow.
Following their appointments, Mr Li and Mr Chow will receive from the Company a director’s fee of HK$380,000 per annum (on a pro rata basis), at the same rate as the other non-executive directors and independent non-executive directors of the Company, which has been determined by the shareholders of the Company. No director’s fee will be paid to Mr Song in respect of his appointment as a Non-executive Director of the Company.
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Each of the newly appointed directors has entered into a letter of appointment with the Company and pursuant to the Company’s articles of association, shall hold office only until the next following annual general meeting, or if earlier, the next following extraordinary general meeting of the Company and shall then be eligible for re-election at such meeting. Thereafter, he will be subject to retirement by rotation and re-election in accordance with the Company’s articles of association.
Save as disclosed, none of the newly appointed directors have relationships with any directors, senior management or substantial or controlling shareholders of the Company, and do not hold and have not held in the last three years any directorships in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas. None of the newly appointed directors have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance.
In respect of each newly appointed director, there is no information to be disclosed pursuant to any of the requirements of Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor are there other matters that need to be brought to the attention of the shareholders of the Company.
4. Retirement of Ms Cao Pu from the Board as a Non-executive Director and member of the
Audit and Risk Management Committee
Ms Cao Pu (“Ms Cao”) is retiring from the Board as a Non-executive Director and member of the Audit and Risk Management Committee of the Company with effect from 18 March 2016.
Ms Cao has confirmed that she has no disagreement with the Board and there is no matter that needs to be brought to the attention of the shareholders of the Company.
Ms Cao has been a director of the Company since September 2014. She has provided valuable service and support to the Company during her tenure of office. The Chairman and the Board express their sincere gratitude to Ms Cao for her service and valuable contributions made to the Company.
5. Appointment of Mr Anthony Francis Neoh, as a member of the Audit and Risk Management Committee
Mr Anthony Francis Neoh, currently an Independent Non-executive Director and a member of the Nomination Committee of the Company, has been appointed as a member of the Audit and Risk Management Committee of the Company with effect from 18 March 2016.
By Order of the Board CITIC Limited Chang Zhenming Chairman
Hong Kong, 18 March 2016
As at the date of this announcement and immediately after the above appointment of directors, the executive directors of the Company are Mr Chang Zhenming (Chairman), Mr Wang Jiong, Ms Li Qingping and Mr Pu Jian; the non-executive directors of the Company are Mr Yu Zhensheng, Mr Yang Jinming, Mr Liu Yeqiao, Mr Song Kangle, Mr Liu Zhongyuan, Mr Yang Xiaoping and Mr Li Rucheng; and the independent non-executive directors of the Company are Mr Francis Siu Wai Keung, Dr Xu Jinwu, Mr Anthony Francis Neoh, Ms Lee Boo Jin, Mr Noriharu Fujita and Mr Paul Chow Man Yiu.
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