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Top Education Group Ltd Board/Management Information 2021

Sep 24, 2021

50143_rns_2021-09-24_e0abf656-b403-46b0-be0c-caee788c1414.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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TOP EDUCATION GROUP LTD 澳洲成峰高教集團有限公司

(Registered in New South Wales, Australia with limited liability) (ACN 098 139 176) (Stock code: 1752)

APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The board (the “ Board ”) of directors (the “ Directors ”) of Top Education Group Ltd (the “ Company ”) hereby announces that with effect from 1 October 2021, Ms. Xing Shi Huang (“ Ms. Huang ”) will be appointed as a non-executive Director.

The biographical details of Ms. Huang are set out below.

Ms. Xing Shi Huang ( 黃星石 ) , aged 72, has extensive experience in recruiting students within international education industry in Australia and maintaining the relationship with frontline operations team. She was one of the first employees in the Company’s business when it was established in 2001. Ms. Huang served as the Company’s marketing manager between October 2001 and September 2014 and is responsible for managing student recruitment. From September 2014 to October 2018, she acted as the Company’s senior marketing manager and was responsible for developing, managing and maintaining relationships with recruitment agencies, university pathway partners and corporate partners. Since October 2018, Ms. Huang has served as the Company’s senior administration manager and is primarily responsible for overseeing the fulfillment of ever-changing administrative needs to assist management to achieve operational goal.

Ms. Huang will enter into an appointment letter with the Company for an initial fixed term of three years, which is terminable by either party giving not less than three months’ prior written notice. Pursuant to such appointment letter, Ms. Huang is entitled to receive an annual director’s fee in the amount of AUD$90,000 from the Company, which has been determined by the Board with reference to her duties and responsibilities within the Company and the prevailing market conditions. Ms. Huang will hold office until the next annual general meeting of the Company after her appointment and be eligible for re-election at that meeting, and

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thereafter, be subject to retirement by rotation at least once every three years in accordance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”). Ms. Huang is the widow of the late Dr. Minshen Zhu (“ Dr. Zhu ”), founder of the Company. She is in the process of applying to be administrator of Dr. Zhu’s estate, which is deemed to be interested in 977,478,000 Shares within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the “ SFO ”).

Save as disclosed above, Ms. Huang confirms that as at the date of this announcement (i) she does not have any other relationship with any Director, senior management of the Company or substantial or controlling shareholder of the Company (as defined in the Listing Rules); (ii) she does not hold any directorship in any public company the securities of which are listed on any securities market in Hong Kong or overseas during the three years preceding the date of this announcement, or any other major appointment or professional qualification; (iii) there is no information that is required to be disclosed pursuant to paragraphs (h) to (v) of Rule 13.51(2) of the Listing Rules; (iv) she does not have any interest in shares of the Company within the meaning of the SFO; and (v) there are no other matters that need to be brought to the attention of the shareholders of the Company.

By order of the Board Top Education Group Ltd Sumeng Cao Chairperson of the Board

Sydney, Australia, 24 September 2021

As at the date of this announcement, the executive Director is Ms. Sumeng Cao, the non-executive Directors are Mr. Amen Kwai Ping Lee, Mr. Thomas Richard Seymour (Mr. Kai Zhang as his alternate), Mr. Yi Dai and Mr. Edward Chiang, and the independent non-executive Directors are Professor Weiping Wang, Professor Brian James Stoddart, Mr. Tianye Wang and Professor Steven Schwartz.

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