FDB Holdings Limited — Board/Management Information 2017

Nov 3, 2017

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.

FDB Holdings Limited 豐 展 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1826)

(1)APPOINTMENT OF EXECUTIVE DIRECTOR; (2)APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR; (3)RESIGNATION OF EXECUTIVE DIRECTOR

The Board announces that with effect from 3 November 2017,

• (i) Mr. Ip Kong Ling was appointed as an executive Director;

• (ii) Dr. Wu Chun Wah was appointed as an independent non-executive Director, member of the audit committee, the remuneration committee and the nomination committee of the Company; and

(iii) Mr. Lai Pak Wei has resigned as an executive Director.

APPOINTMENT OF EXECUTIVE DIRECTOR

The board (‘‘Board’’) of directors (individually the ‘‘Director’’, collectively, the ‘‘Directors’’) of FDB Holdings Limited (‘‘Company’’, together with its subsidiaries, the ‘‘Group’’) is pleased to announce that Mr. Ip Kong Ling (‘‘Mr. Ip’’) has been appointed as an executive Director with effect from 3 November 2017.

Mr. Ip, aged 43, is the director of Licensing Consultancy Department of the Group principally responsible for the overall operation of the Group’s licensing consultancy, project management business and management of site work. Mr. Ip joined the Group in May 2009. He obtained a degree of Bachelor of Science in Facilities Management (Top Up) from University of Central Lancashire (a distance learning course) in December 2007. Mr. Ip has over 15 years of experience in the construction industry. Prior to joining the Group, he worked in Cheung Kong Centre Property Management Limited from May 1999 to May 2009 and his last position was engineer in technical services department. He is also a director of Solomono Consulting & Contracting Limited and Fruit Design & Build Limited, indirect wholly-owned subsidiaries of the Company.

As an executive Director of the Company, Mr. Ip does not receive any director’s fee from the Company other than the corresponding emoluments (including salary, performance bonus and benefits) received pursuant to his specific management position in the Company.

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Mr. Ip did not hold any other directorship in any public listed companies in Hong Kong or overseas for the last three years. There is no service contract between Mr. Ip and the Company. His appointment has no fixed term and is subject to retirement by rotation and reelection at general meeting of the Company in accordance with the Company’s bye-laws. Mr. Ip’s remuneration will be determined by the Board with reference to his duties and responsibilities with the Group, the prevailing market rate and the remuneration policy of the Company. As at the date of this announcement, Mr. Ip has no relationship with any directors, senior management, substantial shareholders or controlling shareholder (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (‘‘Listing Rules’’)) of the Company.

As at the date of this announcement, Mr. Ip does not have interest in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Furthermore, he has confirmed that there is no information relating to his appointment that is required to be disclosed under Rule 13.51(2)(h) to (v) of the Listing Rules, or need to be brought to the attention of the shareholders of the Company.

The Board would like to take this opportunity to welcome Mr. Ip joining the Board.

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR, MEMBER OF AUDIT COMMITTEE, REMUNERATION COMMITTEE AND NOMINATION COMMITTEE

The Board is pleased to announce that Dr. Wu Chun Wah (‘‘Dr. Wu’’) has been appointed as an independent non-executive Director, member of the audit committee, the remuneration committee and the nomination committee of the Company with effect from 3 November 2017.

Dr. Wu, aged 53, holds a doctor degree in business administration and a master degree in corporate governance from the Hong Kong Polytechnic University. He also holds a master degree in business administration from Northeast Louisiana University, a diploma of China trade and investment from Beijing University, a diploma of China laws from Guangdong Economic Laws Research Centre and a postgraduate diploma in management from Asia International Open University. He is a fellow member of the Hong Kong Institute of Directors, member of the Hong Kong Securities and Investment Institute, associate member of the Hong Kong Institute of Chartered Secretaries and the Institute of Chartered Secretaries and Administrators.

Dr. Wu is the Chief Executive Officer of China Chengtong Asset Management (Hong Kong) Co., Ltd. which is wholly-owned by China Chengtong Holdings Group Ltd., a central enterprise supervised by State-owned Assets Supervision and Administration Commission. He is an independent non-executive director of Xiao Nan Guo Restaurants Holdings Ltd (now known as TANSH Global Food Group Company Limited (stock code: 3666)) and Master Glory Group Limited (stock code: 275). Both companies’ shares are listed on the main board of The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’).

Dr. Wu has extensive experience in financial investment and corporate finance. He was the executive director and chief executive officer of Creative Energy Solutions Holdings Limited (now known as Kirin Group Holdings Limited (stock code: 8109)), a company whose shares are listed on the Growth Enterprise Market of the Stock Exchange, from July

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2010 to December 2014. He was also the executive director of Incutech Investments Limited (now known as DT Capital Limited (stock code: 356)), a company whose shares are listed on the main board of the Stock Exchange, from November 2007 to July 2014.

Saved as disclosed above, Dr. Wu did not hold any other directorship in any public listed companies in Hong Kong or overseas for the last three years. The Company has entered into service agreement with Dr. Wu in relation to his appointment as an independent nonexecutive Director of the Company for a term of 3 years commencing on 3 November 2017 which is determinable by either party serving on the other not less than 3 months’ written notice, subject to retirement by rotation and re-election in accordance with the articles of association of the Company and the Listing Rules. Dr. Wu will be entitled to an annual remuneration of HK$150,000, which was determined with reference to the prevailing market conditions and his roles and responsibilities in the Group. As at the date of this announcement, Dr. Wu has no relationship with any directors, senior management, substantial shareholders or controlling shareholder (as defined in the Listing Rules) of the Company.

As at the date of this announcement, Dr. Wu does not have interest in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Furthermore, he has confirmed that there is no information relating to his appointment that is required to be disclosed under Rule 13.51(2)(h) to (v) of the Listing Rules, or need to be brought to the attention of the shareholders of the Company.

The Board would like to take this opportunity to welcome Dr. Wu joining the Board.

RESIGNATION OF EXECUTIVE DIRECTOR

The Board hereby announces that Mr. Lai Pak Wei (‘‘Mr. Lai’’) has tendered his resignation to the Board, resigning from his position as executive Director of the Company as he wishes to pursue his other interests. The resignation of Mr. Lai is effective from 3 November 2017. Mr. Lai has confirmed that he has no disagreement with the Board and there is no any matter in relation to his resignation that needs to be brought to the attention of the shareholders of the Company.

The Board would like to express its sincere gratitude to Mr. Lai for his contributions to the Company during his tenure of office.

By order of the Board FDB Holdings Limited Ng Kin Siu Chairman of the Board and Executive Director

Hong Kong, 3 November 2017

As at the date of this announcement, the executive Directors are Mr. Ng Kin Siu, Mr. Chung Yuk Ming Christopher and Mr. Ip Kong Ling ; and the independent non-executive Directors are Mr. Chan Chun Hong, Mr. Chan Kai Nang, Mr. Lau Yiu Kit and Dr. Wu Chun Wah.

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