AI assistant
Samsonite Group S.A. — Board/Management Information 2016
Aug 25, 2016
50259_rns_2016-08-24_89c80c59-56e5-4757-9117-ad6e14eaf093.pdf
Board/Management Information
Open in viewerOpens in your device viewer
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.
Samsonite®
SAMSONITE INTERNATIONAL S.A.
新秀麗國際有限公司
13-15 Avenue de la Liberté, L-1931 Luxembourg
R.C.S. LUXEMBOURG: B 159.469
(Incorporated in Luxembourg with limited liability)
(Stock code: 1910)
ACKNOWLEDGEMENT OF RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND PROPOSED ELECTION OF NON-EXECUTIVE DIRECTOR
The board of directors (the "Board") of Samsonite International S.A. (the "Company") announces that Mr. Miguel Kai Kwun Ko ("Mr. Ko") has resigned as an Independent Non-Executive Director of the Company with effect from September 22, 2016, such resignation to be acknowledged by the shareholders at the general shareholders' meeting of the Company to be convened on September 22, 2016 (the "General Meeting").
Mr. Ko has been an Independent Non-Executive Director of the Company since May 26, 2011. He is also the chairman of the Remuneration Committee and a member of each of the Audit Committee and the Nomination Committee. In view of his recent expanded responsibilities within his other business interests, Mr. Ko has decided to resign from the Board and the board committees.
Mr. Ko has confirmed that there is no disagreement with the Board and there is no 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 gratitude to Mr. Ko for his valuable efforts and contributions to the Company during his tenure of office.
The Board also proposes that Mr. Jerome Squire Griffith ("Mr. Griffith") be elected as a Non-Executive Director of the Company with effect from September 22, 2016. As Mr. Griffith was a director of Tumi Holdings, Inc., a subsidiary of the Company, during the two years immediately prior to the date of his proposed appointment, Mr. Griffith would not be considered as an independent director pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). The appointment of Mr. Griffith is subject to the approval of shareholders at the General Meeting.
Biographical information of Mr. Griffith
Mr. Griffith, aged 58, recently served as the Chief Executive Officer, President and director of Tumi Holdings, Inc., a company which was listed on the New York Stock Exchange, from April 2009 to August 2016. He has served as a member of the supervisory board of Tom Tailor Holding AG,
a company listed on the Frankfurt Stock Exchange, since June 2015. He has served as a director of Vince Holding Corp., a company listed on the New York Stock Exchange, since November 2013. He has served on the board of Parsons School of Design since September 2013. From 2002 to February 2009, he was employed at Esprit Holdings Limited, a global fashion brand, where he was promoted to Chief Operating Officer and appointed to the board in 2004. He was then promoted to President of Esprit North and South America in 2006. From 1999 to 2002, he worked as an executive vice president at Tommy Hilfiger, an apparel and retail company. From 1998 to 1999, he worked as the president of retail at the J. Peterman Company, a catalog-based apparel and retail company. From 1989 through 1998, he worked in various positions at Gap, Inc., a retailer of clothing, accessories, and personal care products.
Mr. Griffith holds a Bachelor of Science degree in marketing from the Pennsylvania State University, State College, Pennsylvania, USA (1979).
Mr. Griffith will enter into an appointment letter as Non-Executive Director that will be able to be terminated by the Company at any time. He will hold office as a Director until the annual general meeting to be held in 2018 and will be subject to retirement by rotation and re-election in accordance with the Listing Rules and the articles of incorporation of the Company. Mr. Griffith will be entitled to receive remuneration in his capacity as a Non-Executive Director of the Company amounting to US$34,307 (pro-rated based on an annual fee of US$125,000 from September 22, 2016 to December 31, 2016) but such remuneration is subject to shareholders' approval at the General Meeting. The remuneration will not be payable until the shareholders approve such remuneration.
Mr. Griffith does not have any relationship with any Directors, senior management or substantial or controlling shareholders of the Company.
Mr. Griffith does not have any interest (within the meaning of Part XV of the Securities and Futures Ordinance) in the shares or underlying shares of the Company.
Save as disclosed above, there is no other information relating to Mr. Griffith to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there is no other matter which needs to be brought to the attention of the shareholders of the Company.
By Order of the Board
SAMSONITE INTERNATIONAL S.A.
Timothy Charles Parker
Chairman
Hong Kong, August 25, 2016
As of the date of this announcement, the Executive Directors are Ramesh Dungarmal Tainwala and Kyle Francis Gendreau, the Non-Executive Directors are Timothy Charles Parker and Tom Korbas and the Independent Non-Executive Directors are Paul Kenneth Etchells, Keith Hamill, Miguel Kai Kwun Ko, Bruce Hardy McLain (Hardy) and Ying Yeh.