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Future Data Group Limited Board/Management Information 2017

Jun 15, 2017

51343_rns_2017-06-15_9ce66fe2-8cdb-4547-b3fa-39de82768cb2.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.

FUTURE DATA GROUP LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8229)

(1) CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTOR (2) CHANGE OF COMPANY SECRETARY (3) APPOINTMENT OF FINANCIAL CONTROLLER (4) CHANGE OF AUTHORISED REPRESENTATIVE AND (5) CHANGE IN COMPOSITION OF BOARD COMMITTEES

CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The Board announces that, with effect from 15 June 2017, Mr. Ho has been appointed as the strategic adviser to the Board and head of business operations in Hong Kong and overseas and has resigned as an INED and Mr. Yung has been appointed as an INED.

CHANGE OF COMPANY SECRETARY

The Board announces that, with effect from 15 June 2017, Ms. Ngai has resigned as the company secretary of the Company and Ms. Ng has been appointed as the company secretary of the Company.

APPOINTMENT OF FINANCIAL CONTROLLER

The Board announces that, with effect from 15 June 2017, Ms. Ng has also been appointed as the financial controller of the Group.

CHANGE OF AUTHORISED REPRESENTATIVE

Following the resignation of Ms. Ngai and the appointment of Ms. Ng as the company secretary of the Company, Ms. Ngai has ceased to be the authorised representative of the Company for the purpose of Rule 5.25(1) of the GEM Listing Rules and Ms. Ng has been appointed as the authorised representative of the Company for the purpose of Rule 5.25(1) of the GEM Listing Rules.

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CHANGE IN COMPOSITION OF THE BOARD COMMITTEES

Following the resignation of Mr. Ho and the appointment of Mr. Yung as an INED, Mr. Ho has ceased to be the chairman of the Nomination Committee and a member of each of the Audit Committee and Remuneration Committee and Mr. Yung has been appointed as the chairman of the Nomination Committee and a member of each of the Audit Committee and Remuneration Committee.

CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The board (the “ Board ”) of directors (the “ Directors ”) of Future Data Group Limited (the “ Company ”, together with its subsidiaries, known as the “ Group ”) announces that, with effect from 15 June 2017, Mr. Ho Kam Shing, Peter (“ Mr. Ho ”) has been appointed as the strategic adviser to the Board and head of business operations in Hong Kong and overseas and has resigned as an independent non-executive director (“ INED ”) of the Company and Mr. Yung Kai Tai (“ Mr. Yung ”) has been appointed as an INED.

Mr. Ho is positive about the future prospect and growth opportunity of the Company, and thus, decided to spend more time to participate in the operations of the Company in Hong Kong and overseas, and has confirmed that there is no disagreement with the Board and there is no matter in respect of his resignation that needs to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”). The Board would like to take this opportunity to express its gratitude to Mr. Ho for his valuable contribution to the Company during his tenure of service as an INED and is looking forward to his continuous contribution in his new capacity as the strategic adviser to the Board and the Company’s head of business operations in Hong Kong and overseas.

The biographical details of Mr. Yung are set out in the paragraphs below:

Mr. Yung, aged 66, obtained a Bachelor of Science degree majoring in Physics and minoring in Electronics and a Master of Business Administration, both from the Chinese University of Hong Kong, in October 1973 and October 1986 respectively. Mr. Yung also completed a Harvard Business School Executive Education in July 1997. Mr. Yung has extensive knowledge and 33 years’ experience in the information and communication technology industry. Mr. Yung joined the Hong Kong Productivity Council in March 1983 and has over 28 years of working experience in the organization. Before his retirement in April 2011, Mr. Yung was the general manager of the Hong Kong Productivity Council, responsible for the development of the information and communication technology industry in Hong Kong. Mr. Yung has once acted as the chairman of the Hong Kong Game Industry Association, the vice president of the Hong Kong Software Industry Association and the vice president of the Hong Kong Association for Advancement of Science and Technology. Mr. Yung was also elected as distinguished fellow of the Hong Kong Computer Society and member of the first three Election Committees of the Hong Kong Special Administrative Region. Mr. Yung is an independent non-executive director of Gameone Holdings Limited (stock code: 8282), the issued

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shares of which are listed on the Growth Enterprise Market of the Stock Exchange (the “ GEM ”). From 1 February 2013 to 30 June 2016, Mr. Yung was an independent non-executive director of ETS Group Limited (stock code: 8031), the issued shares of which are listed on the GEM.

As at the date of this announcement, Mr. Yung has entered into a letter of appointment with the Company for an initial term of three years commencing from 15 June 2017. Mr Yung shall hold office until the first general meeting of the Company after his appointment and shall then be eligible for re-election at that meeting. He is subject to the retirement by rotation and re-election at the annual general meetings of the Company in accordance with the articles of association of the Company. Mr. Yung is entitled to a monthly director fee of HK$10,000 which is determined with reference to his duties and level of responsibilities and the remuneration policy of the Company and the prevailing market conditions.

Save as disclosed above, Mr. Yung confirms that he does not have any shares or underlying shares in the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) or hold any directorship in the last three years in other public companies the securities of which are listed on any securities market in Hong Kong or overseas or any other major appointments or qualifications or any other position with the Company or any of its subsidiaries as at the date of this announcement. Mr. Yung further confirms that he does not have any relationship with any directors, senior management, substantial or controlling shareholders of the Company as at the date of this announcement.

Save as disclosed above, Mr. Yung confirms that there are no other matters or information that needs to be brought to the attention of the shareholders nor is there any information that is required to be disclosed by the Company pursuant to any of the requirements under rule 17.50(2)(h) to (v) of the Rules Governing the Listing of Securities on the GEM (the “ GEM Listing Rules ”).

The Board would like to extend a warm welcome to Mr. Yung in joining the Board.

CHANGE OF COMPANY SECRETARY

The Board announces that, with effect from 15 June 2017, Ms. Ngai Kit Fong (“ Ms. Ngai ”) has resigned as the company secretary of the Company and Ms. Ng Pui Fan (“ Ms. Ng ”) has been appointed as the company secretary of the Company.

Ms. Ng, aged 52, holds a Master degree of Business Administration from the Heriot-Watt University in Edinburgh, UK. She is a member of the Hong Kong Institute of Certified Public Accountants (HKICPA) and a fellow member of the Association of Chartered Certified Accountants (ACCA). Ms. Ng has over 30 years of experience in financial accounting.

APPOINTMENT OF FINANCIAL CONTROLLER

The Board announces that, with effect from 15 June 2017, Ms. Ng has also been appointed as the financial controller of the Group.

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CHANGE OF AUTHORISED REPRESENTATIVE

Following the resignation of Ms. Ngai and the appointment of Ms. Ng as the company secretary of the Company, Ms. Ngai has ceased to be the authorised representative of the Company for the purpose of Rule 5.25(1) of the GEM Listing Rules and Ms. Ng has been appointed as the authorised representative of the Company for the purpose of Rule 5.25(1) of the GEM Listing Rules.

CHANGE IN COMPOSITION OF BOARD COMMITTEES

Following the resignation of Mr. Ho and the appointment of Mr. Yung as an INED, Mr. Ho has ceased to be the chairman of the nomination committee (the “ Nomination Committee ”) of the Board and a member of each of the audit committee (the “ Audit Committee ”) of the Board and the remuneration committee (the “ Remuneration Committee ”) of the Board and Mr. Yung has been appointed as the chairman of the Nomination Committee and a member of each of the Audit Committee and Remuneration Committee. With effect from 15 June 2017, the composition of each of the Audit Committee, the Remuneration Committee and the Nomination Committee will be as follows:

  1. Audit Committee, comprising Mr. Sum Chun Ho (Chairman), Mr. Wong Sik Kei and Mr. Yung.

  2. Remuneration Committee, comprising Mr. Wong Sik Kei (Chairman), Mr. Phung Nhuong Giang and Mr. Yung.

  3. Nomination Committee, comprising, Mr. Yung (Chairman), Mr. Phung Nhuong Giang and Mr. Wong Sik Kei.

By order of the Board Future Data Group Limited Suh Seung Hyun Chairman

Hong Kong, 15 June 2017

As at the date of this announcement, the executive directors of the Company are Mr. Suh Seung Hyun, Mr. Phung Nhuong Giang, Mr. Lee Seung Han and Mr. Ryoo Seong Ryul, and the independent nonexecutive directors of the Company are Mr. Wong Sik Kei, Mr. Sum Chun Ho and Mr. Yung.

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This announcement, for which the directors of the Company collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Company Announcements” page of the GEM website at www.hkgem.com for at least 7 days from the date of its posting and on the Company’s website at www.futuredatagroup.com.

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