DL Holdings Group Limited — Board/Management Information 2019

Jun 18, 2019

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.

SEASON PACIFIC HOLDINGS LIMITED 雲 裳衣 控 股 有 限 公 司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1709)

APPOINTMENT OF EXECUTIVE DIRECTOR

The board (the ‘‘Board’’) of directors (the ‘‘Directors’’, each a ‘‘Director’’) of Season Pacific Holdings Limited (the ‘‘Company’’, together with its subsidiaries, the ‘‘Group’’) is pleased to announce that Ms. Jiang Xinrong (江欣榮) (‘‘Ms. Jiang’’) has been appointed as an executive Director with effect from 18 June 2019.

Ms. Jiang, aged 36, obtained a Bachelor Degree of Arts in Communication, International Journalism and English Broadcasting from the Communication University of China in June 2005 and a Master Degree in Media Management and Social Science from the Hong Kong Baptist University in November 2008.

Ms. Jiang has years of experience in the financial services industry and media industry. In 2012, Ms. Jiang founded DL Family Office (HK) Limited (‘‘DL Family Office’’), which is currently a corporation licensed by the Securities and Futures Commission to conduct Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the ‘‘SFO’’). DL Family Office is to provide a total financial solution for high net worth individuals and their families as a multi-family office. Ms. Jiang was a responsible officer of DL Family Office from July 2015 until her resignation in June 2019.

Prior to founding DL Family Office, Ms. Jiang was a Senior Vice President at J.P. Morgan Private Bank’s Hong Kong Team from April 2011 to July 2012. Ms. Jiang was a Senior Vice President of Standard Chartered Private Bank’s China Team from July 2010 to April 2011 and an Associate of HSBC Private Bank’s China Team from May 2008 to July 2010.

From November 2003 to February 2008, Ms. Jiang was a television host in Phoenix Television. Ms. Jiang was also the champion of the 2003 Miss Chinese Cosmo Pageant.

Save as disclosed above, Ms. Jiang has not held (i) any other position in the Company and other members of the Group; (ii) any directorship in any other public companies, the securities of which are listed on any securities market in Hong Kong or overseas in the three years preceding the date of this announcement; and (iii) any other major appointments and professional qualifications.

• For identification purposes only

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Based on the information provided by Ms. Jiang and the disclosure of interest notice dated 17 June 2019 and filed by DA Equity Partners Limited, (i) DA Equity Partners Limited is interested in 87,578,000 shares of the Company; (ii) DA Equity Partners Limited is a company wholly owned by Rapid Raise Investments Limited, which is in turn wholly owned by DL Global Holdings Limited; (iii) DL Global Holdings Limited is owned as to 36.60% by Ms. Jiang; and (iv) Rapid Raise Investments Limited is interested in 103,940,000 shares of the Company. Accordingly, Ms. Jiang is deemed to be interested in an aggregate of 191,518,000 shares of the Company in which DA Equity Partners Limited and Rapid Raise Investments Limited are interested by virtue of the SFO.

Based on the information provided by Ms. Jiang and the disclosure of interest notice dated 17 June 2019 and filed by Mr. Chen Ningdi (‘‘Mr. Chen’’), the spouse of Ms. Jiang, Mr. Chen is interested in 22,220,000 shares of the Company through DA Capital Management Limited, a company wholly owned by Mr. Chen. Accordingly, Ms. Jiang is deemed to be interested in the 22,220,000 shares of the Company in which Mr. Chen is interested by virtue of the SFO.

Save as disclosed above, Ms. Jiang does not have any interests in the shares, underlying shares or debentures of the Company, which is required to be disclosed under Part XV of the SFO.

As at the date of this announcement, save as disclosed above, Ms. Jiang has no relationships with any Directors, senior management, substantial or controlling shareholders (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Listing Rules’’)) of the Company.

Ms. Jiang has entered into a service agreement with the Company for an initial term of three years from 17 June 2019 which shall be renewable automatically for successive terms of one year each commencing from the day next after the expiry of the then current term of the appointment unless terminated by either party giving to the other at least three months’ notice in writing. The appointment of Ms. Jiang is subject to rotation and re-election at the general meetings of the Company pursuant to the articles of association of the Company. Pursuant to the terms of the service agreement entered into by the Company with Ms. Jiang, she is entitled to a director’s fee of HK$120,000 per month. The director’s fee of Ms. Jiang is determined by the Board with reference to her experience, duties and responsibilities.

Save as disclosed above, the Board is not aware of any other matter relating to the appointment of Ms. Jiang that needs to be brought to the attention of the shareholders of the Company and there is no other information that should be disclosed pursuant to paragraphs (h) to (v) of Rule 13.51(2) of the Listing Rules.

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The Board would like to welcome Ms. Jiang for joining the Board.

By order of the Board Season Pacific Holdings Limited Cheung Lui Chairman, Chief Executive Officer & Executive Director

Hong Kong, 18 June 2019

As at the date of this announcement, the executive Directors are Mr. Cheung Lui, Ms. Jiang Xinrong and Mr. Yu Xiu Yang, the non-executive Directors are Ms. Chin Ying Ying and Mr. Li Ren; and the independent non-executive Directors are Mr. Chang Eric Jackson, Mr. Choi Sheung Jeffrey and Ms. Luk Huen Ling Claire.

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