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Khoon Group Limited Board/Management Information 2026

Apr 23, 2026

49568_rns_2026-04-23_5f9bf1b7-696b-4b08-b7dc-4fb53b539e96.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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Khoon Group Limited

坤集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 924)

(1) APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR;
(2) APPOINTMENT OF NOMINATION COMMITTEE MEMBER; AND
(3) RE-COMPLIANCE WITH THE LISTING RULES

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The board (the "Board") of directors (the "Directors") of Khoon Group Limited (the "Company", together with its subsidiaries, the "Group") announces that upon the recommendation of the nomination committee of the Company (the "Nomination Committee"), Mr. Choi Jyoti Chien ("Mr. Choi") has been appointed as an independent non-executive Director and a member of the audit committee of the Company (the "Audit Committee") with effect from 23 April 2026.

Set out below is the biographical information of Mr. Choi:

Mr. Choi, aged 45, obtained a bachelor's degree of commerce and a bachelor's degree of international business from Griffith University in Australia in 2002. He also obtained a Master of Professional Accounting from Griffith University (2005) and a Master of International Studies from University of Queensland, Australia (2009). He spent 6 years with PricewaterhouseCoopers' advisory practice in both Australia and the Cayman Islands where he held a management role advising on a wide range of complex corporate actions including business valuation, capital structure analysis, investigations, and operational oversight of asset-intensive businesses. Since 2010 he has been with Kingfisher group, being appointed as a director in 2014 of Kingfisher Management Limited, a Cayman Islands Monetary Authority ("CIMA") registered companies management business and as head of transactions and operations with Kingfisher Limited, a CIMA registered securities investment and asset management business. He is a CIMA approved director. Mr. Choi is a senior finance professional. He has extensive experience of providing fiduciary services, corporate governance, and transactional advisory support to a variety of investment entities, operating in multiple onshore jurisdictions.


Mr. Choi has entered into an appointment letter with the Company for an initial term of one year commencing from 23 April 2026, and thereafter from year to year, and may be terminated in accordance with its terms. He will hold office until the first annual general meeting of the Company after his appointment and will be eligible for re-election at such annual general meeting, thereafter, he shall be subject to retirement by rotation and re-election at least once every three years in accordance with the third amended and restated memorandum and articles of association of the Company. Pursuant to the appointment letter with the Company, Mr. Choi will be entitled to an annual director’s fee of KYD12,450 (approximately HK$117,030), which is determined by the Board upon the recommendation of the remuneration committee of the Company by reference to his experience, qualifications, duties and responsibilities undertaken in the Company and the prevailing market conditions.

As at the date of this announcement, Mr. Choi has confirmed that he (i) does not have any interest in the shares of the Company within the meaning of Part XV of the SFO; (ii) does not hold any other positions with the Company and other members of the Group; (iii) does not have any relationships with any Directors, senior management, substantial or controlling shareholders (as defined in the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules”) of the Company; and (iv) does not hold any directorships in public companies the securities of which are listed on any securities market in Hong Kong or overseas in the last three years preceding the date of this announcement except as disclosed above nor any other major appointments and professional qualifications.

In addition, Mr. Choi has confirmed to the Company that (a) his independence with regard to each of the factors referred to in Rules 3.13(1) to (8) of the Listing Rules; (b) he has no past or present financial or other interest in the business of the Company or its subsidiaries or any connection with any core connected person (as defined in the Listing Rules) of the Company; and (c) there are no other factors that may affect his independence at the time of his appointment. The Board also considers that Mr. Choi complies with the independence requirements as set out in Rule 3.13 of the Listing Rules.

Save as disclosed above, as at the date of this announcement, Mr. Choi has confirmed that there are no other matters relating to his appointment that need to be brought to the attention of the holders of securities of the Company and there is no other information that is required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules. Mr. Choi has confirmed that he meets the independence criteria as set out in Rule 3.13 of the Listing Rules.

The Board would like to take this opportunity to express its warmest welcome to Mr. Choi in joining the Company.

APPOINTMENT OF NOMINATION COMMITTEE MEMBER

The Board further announces that with effect from 23 April 2026, Ms. Tseung Choi Wing Queenie (“Ms. Tseung”), the executive Director, has been appointed as a member of the Nomination Committee.

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RE-COMPLIANCE WITH THE LISTING RULES

Reference is made to the announcements of the Company dated 5 January 2026, among others, resignation of independent non-executive director and non-compliance with the Listing Rules. Following the respective appointments of Mr. Choi as a member of the Audit Committee and Ms. Tseung as a member of the Nomination Committee, the Board fully complies with Rules 3.10(1) and 3.21 of the Listing Rules and code provision B.3.5 of the Corporate Governance Code set out in Appendix C1 to the Listing Rules.

By order of the Board
Khoon Group Limited
Tseung Choi Wing Queenie
Executive Director

Hong Kong, 23 April 2026

As at the date of this announcement, the Board comprises one executive Director, namely Tseung Choi Wing Queenie; and three independent non-executive Directors, namely Mr. Fok Wai Hung, Mr. So Chi Kai and Mr. Choi Jyoti Chien.