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ZO Future Group — Board/Management Information 2015
Dec 28, 2015
50510_rns_2015-12-28_42b1ae34-4b47-4401-9c85-3eb84a0a4b22.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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BIRMINGHAM INTERNATIONAL HOLDINGS LIMITED 伯明翰環球控股有限公司
(Receivers Appointed)
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2309)
RETIREMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND WITHDRAWAL OF RESOLUTION 2(D) IN NOTICE OF ANNUAL GENERAL MEETING DATED 27 NOVEMBER 2015
Reference is made to the notice of the annual general meeting to be held on 29 December 2015 (the “ AGM ”) dated 27 November 2015 (the “ AGM Notice ”) and the circular dated 27 November 2015 (the “ Circular ”) of Birmingham International Holdings Limited (Receivers Appointed) (the “ Company ”). Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meaning as those defined in the Circular.
RETIREMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR
As disclosed in the Circular and pursuant to Articles 87(1) and 87(2) of the Company’s Articles of Association, Mr. Wong Ka Chun, Carson (“ Mr. Wong ”), an independent non-executive Director (suspended), will retire by rotation at the AGM and will, being eligible, offer himself for re-election as an independent non-executive Director at the AGM.
The Board has been informed by Mr. Wong on 28 December 2015 that as he would like to devote more time to focus on other business commitments, he will not offer himself for re-election as an independent non-executive Director at the AGM at which he will retire as a Director.
Upon Mr. Wong’s retirement at the conclusion of the AGM, he will also cease to be a member of the audit committee, the nomination committee and the remuneration committee of the Company.
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Mr. Wong has confirmed that he has no disagreement with the Board and, apart from the above, there is no matter relating to his retirement that needs to be brought to the attention of the Shareholders.
WITHDRAWAL OF RESOLUTION 2(D) IN AGM NOTICE
Accordingly, ordinary resolution numbered 2(D) in respect of Mr. Wong’s re-election as an independent non-executive Director as set out in the AGM Notice is no longer applicable and will not be considered at the AGM. Save except for the withdrawal of Resolution 2(D), all other resolutions in the AGM Notice shall remain unchanged and will be proposed for the Shareholders’ approval at the AGM accordingly.
For the Shareholders who have lodged their proxy forms, such proxy forms are still valid except that no votes will be counted for Resolution 2(D) set out in the AGM Notice.
For and on behalf of Birmingham International Holdings Limited (Receivers Appointed) Liu Yiu Keung Stephen Executive Director and Chairman
Hong Kong, 28 December 2015
As at the date of this announcement, the Board comprises of 7 Directors, namely Mr. Liu Yiu Keung Stephen, Mr. Yen Ching Wai David and Ms. Koo Chi Sum as executive Directors; and Mr. Cheung Yuk Ming, Mr. Law Pui Cheung, Mr. Lai Hin Wing Henry Stephen and Mr. Wong Ka Chun Carson (suspended) as independent non-executive Directors.
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