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ISP Holdings Limited Board/Management Information 2014

Jun 6, 2014

50536_rns_2014-06-06_3acbbc54-48ad-436d-8b40-22540a04e84c.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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SYNERGIS HOLDINGS LIMITED * 新昌管理集團有限公司

(Incorporated in Bermuda with limited liability) (Stock Code: 02340)

CHANGE OF SHAREHOLDING STRUCTURE OF SUBSTANTIAL SHAREHOLDER

RESIGNATION OF EXECUTIVE DIRECTOR, NON-EXECUTIVE DIRECTOR AND MEMBER OF EXECUTIVE COMMITTEE, AND CHANGE OF MEMBER OF AUDIT COMMITTEE

CHANGE OF SHAREHOLDING STRUCTURE

The board of directors (the “Board”) of Synergis Holdings Limited (the “Company”) announces that it was informed that on 4 June 2014, Carrick Worldwide Limited (“Carrick”) disposed of its entire holding of 57,846,436 ordinary shares of the Company (the “Shares”) representing approximately 17.42% of the total number of Shares in issue (the “Disposal”), to Summit View Holdings Limited (“Summit View”), a company incorporated in the British Virgin Islands with limited liability.

The Board was informed that Summit View is owned as to 50% by Dr. Wilfred Wong Ying Wai (Chairman of the Company) and 50% by Ms. Ma Kwing, Pony.

Prior to the Disposal, Dr. Wilfred Wong Ying Wai already held 14,420,000 Shares of Synergis Holdings Limited, representing 4.33% of the total number of Shares in issue as at the date hereof.

Immediately after the completion of the Disposal, Carrick ceased to be a shareholder of the Company.

The Board was further informed that after the Disposal, Smart Lane Holdings Limited (“Smart Lane”) continues to be the single largest shareholder of the Company by holding 169,116,777 Shares, representing approximately 50.83% of the total number of Shares in issue as at the date hereof. Smart Lane is a company wholly owned by Hsin Chong Construction Group Ltd., a company listed in the Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

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RESIGNATION OF DIRECTORS AND CHANGE OF MEMBER OF AUDIT COMMITTEE

The Board further announces that with effect from 6 June 2014,

  • (a) Dr. Catherine Chu (“Dr. Catherine Chu”) has tendered her resignation as an Executive Director and a member of Executive Committee; and

  • (b) Mr. Tenniel Chu (“Mr. Tenniel Chu”) has tendered his resignation as a Non-executive Director and a member of Audit Committee,

because they wish to focus on their family business.

Both Dr. Catherine Chu and Mr. Tenniel Chu have confirmed that they have no disagreement with the Board and there is nothing relating to their resignations that need to be brought to the attention of the shareholders of the Company or the Stock Exchange. The Board would like to take this opportunity to express its appreciation to Dr. Catherine Chu and Mr. Tenniel Chu for their valuable contributions to the Company during their term of service.

Following the resignation of Mr. Tenniel Chu as aforesaid, Dr. Kan Fook Yee, an Independent Non-executive Director, has been appointed as a member of the Audit Committee with effect from 6 June 2014.

By order of the Board of Synergis Holdings Limited Fan Cheuk Hung Managing Director

Hong Kong, 6 June 2014

This announcement is available for viewing on the Stock Exchange’s website: www.hkexnews.hk and the Company’s website: www.synergis.com.hk.

As at the date of this announcement, the Board comprises Dr. Wilfred Wong Ying Wai (Chairman) and Dr. Fan Cheuk Hung (Managing Director) as Executive Directors; and Mr. Stephen Ip Shu Kwan, Dr. Kan Fook Yee, Mr. Wong Tsan Kwong and Mr. David Yu Hon To as Independent Non-executive Directors.

* for identification purposes only

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