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FingerTango Inc. — Board/Management Information 2021
Jul 13, 2021
51061_rns_2021-07-13_50c77601-0cf0-4bb4-814d-5ad1048992d9.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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FingerTango Inc.
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 6860)
RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR
The board (the “ Board ”) of directors (the “ Directors ” each a “ Director ”) of FingerTango Inc. (the “ Company ”) wishes to announce that, in order to focus on her other personal developments, Ms Yao Minru (“ Ms Yao ”) has tendered her resignation as the independent non-executive Director, a member of remuneration committee and nomination committee and chairman of audit committee of the Board with effect from 13 July 2021.
Ms Yao has confirmed that she has no disagreement with the Board and there are no matters relating to her resignation that need to be brought to the attention to the shareholders of the Company (the “ Shareholders ”).
The Board would like to express its sincere gratitude to Ms Yao for her valuable contributions to the Company during her tenure.
NON-COMPLIANCE WITH THE LISTING RULES IN RELATION TO THE BOARD COMPOSITION
Following the resignation of Ms Yao:
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(i) total number of independent non-executive Directors accounts for less than one-third of Board members, and hence the Company fails to meet the requirement of Rule 3.10A of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”);
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(ii) the number of independent non-executive Directors and the number of members of the audit committee of the Company will fall below the minimum number required under Rules 3.10(1) and 3.21 of the Listing Rules respectively;
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(iii) at least one of the independent non-executive directors having appropriate professional qualifications or accounting or related financial management expertise under Rule 3.10(2) of the Listing Rules;
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(iv) the Remuneration Committee has two members one of whom (being the chairman) is an Independent Non-executive Director, and hence the Company does not meet all the requirements of Rule 3.25 of the Listing Rules as the Remuneration Committee does not comprise a majority of Independent Non-executive Directors as members; and
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(v) the Nomination Committee has two members one of whom (being the chairman) is an Independent Non-executive Director, and hence the Company deviates from code provision A.5.1 of the Corporate Governance Code contained in Appendix 14 to the Listing Rules as the Nomination Committee does not comprise a majority of Independent Non-executive Directors as members.
The above non-compliances arose only due to the resignation of Ms Yao. The Board is identifying a suitable candidate with appropriate background and qualification for appointment as an independent non-executive Director and will fill the vacancies as soon as possible and within three months as required by the Listing Rules. Further announcement(s) will be made in relation to such appointments as and when appropriate.
By order of the Board FingerTango Inc. LIU Jie Chairman and Chief Executive Officer
Guangzhou, the People’s Republic of China 13 July 2021
As at the date of this announcement, the Board comprises Mr. LIU Jie and Mr. ZHU Yanbin as executive Directors and Mr. GUO Jingdou and Dr. LIU Jianhua as independent non-executive Directors.
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