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.

Overseas Chinese Town (Asia) Holdings Limited

華僑城(亞洲)控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 03366)

CHANGE OF CHAIRMAN OF THE BOARD, EXECUTIVE DIRECTOR

AND CHAIRMAN OF NOMINATION COMMITTEE

The Board hereby announces that with effect from 12 August 2020,

  1. Mr. He has resigned as the chairman of the Board, an executive Director, and the chairman of the Nomination Committee; and
  2. Mr. Zhang has been appointed as the chairman of the Board, an executive Director, and the chairman of the Nomination Committee.

RESIGNATION OF THE CHAIRMAN OF THE BOARD, EXECUTIVE DIRECTOR, AND THE CHAIRMAN OF THE NOMINATION COMMITTEE

The board (the "Board") of directors (the "Director(s)") of Overseas Chinese Town (Asia) Holdings Limited (the "Company", together with its subsidiary the "Group") hereby announces that Mr. He Haibin (何海濱) ("Mr. He") has tendered his resignation as the chairman of the Board, an executive Director, and the chairman of the nomination committee of the Company (the "Nomination Committee"), with effect from 12 August 2020 due to his other work commitment. Mr. He has confirmed to the Board that he has no disagreement with the Board and there are no other matters in relation to his resignation of the above positions that need to be brought to the attention of the shareholders of the Company ("Shareholders").

The Board would like to take this opportunity to express its gratitude to Mr. He for his valuable contribution to the Company during his tenure of office.

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APPOINTMENT OF THE CHAIRMAN OF THE BOARD, EXECUTIVE DIRECTOR, AND THE CHAIRMAN OF THE NOMINATION COMMITTEE

The Board is pleased to announce that, with effect from 12 August 2020, Mr. Zhang Dafan (張大帆) ("Mr. Zhang") has been appointed as the chairman of the Board, an executive Director and the chairman of the Nomination Committee.

The biographical details of Mr. Zhang are as follows:

Mr. Zhang, aged 53, is currently the vice president of Shenzhen Overseas Chinese Town Company Limited* (深圳華僑城股份有限公司) ("OCT Ltd.") (which wholly owns Overseas Chinese Town (HK) Company Limited ("OCT (HK)") and listed on the Shenzhen Stock Exchange), the chairman of the board of OCT (HK) (which wholly owns Pacific Climax Limited, a controlling shareholder of the Company), the general manager of the west division of OCT Ltd., an executive director of OCT (Chengdu) Investment Co., Ltd.* (華僑城(成都)投資有限公司) (a wholly-owned subsidiary of OCT Ltd.), an executive director of Chongqing OCT Industry Development Company Limited* (重慶華僑 城實業發展有限公司) (a wholly-owned subsidiary of OCT Ltd.) and the chairman of the board of Chengdu Luodai OCT Cultural Tourism Development Company Limited* (成都洛帶華僑城文化旅遊 開發有限公司) (a non-wholly owned subsidiary of OCT Ltd.). Since joining Overseas Chinese Town Group Company Limited* (華僑城集團有限公司) ("OCT Group") in 1991, Mr. Zhang had worked as, including but not limited to: (i) the deputy general manager of the import and export division of OCT Group; (ii) the deputy general manager of OCT (HK); and (iii) the deputy general manager, the general manager and the chairman of the board of Chengdu Tianfu OCT Industry Development Co., Ltd.* (成都天府華僑城實業發展有限公司) (a non-wholly owned subsidiary of the Company).

Mr. Zhang graduated from Nanjing Aeronautical Institute (南京航空學院) in 1988 with a bachelor's degree in engineering, specialising in industrial management engineering. In 1999, he obtained a master's degree in economics, specialising in industrial economics, from Renmin University of China (中國人民大學).

Mr. Zhang will enter into a director's service agreement with the Company for an initial term commencing from 12 August 2020 to the annual general meeting of the Company to be held in 2021, subject to rotation and re-election at the general meetings of the Company pursuant to the articles of association of the Company. The service agreement can be terminated by either party by giving the other party one month written notice in advance. Mr. Zhang will not receive any remuneration from the Company for holding his office as an executive Director.

As at the date of this announcement, Mr. Zhang did not have any other interest in the shares or underlying shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

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Save as disclosed above, as at the date of this announcement, Mr. Zhang does not have any relationship with any Director, senior management or substantial or controlling shareholder (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules")) of the Company.

Save as disclosed above, Mr. Zhang has not held any directorship in other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the last three years or held any other position with the Company and/or its subsidiaries or other major appointments and professional qualifications.

Save as disclosed above, Mr. Zhang confirmed that there is no other information required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules, and the Company is not aware of any other matters in relation to his appointment that need to be brought to the attention of the Shareholders.

The Company would like to take this opportunity to welcome Mr. Zhang for joining the Board.

By the order of the Board

Overseas Chinese Town (Asia) Holdings Limited

Fong Fuk Wai

Company Secretary and Chief Financial Officer

Hong Kong, 12 August 2020

As at the date of this announcement, the Board comprises seven Directors, namely: Mr. Zhang Dafan, Ms. Xie Mei and Mr. Lin Kaihua as executive Directors; Mr. Wang Wenjin as non-executive Director; Ms. Wong Wai Ling, Mr. Lam Sing Kwong Simon and Mr. Chu Wing Yiu as independent non-executive Directors.

* for identification purpose only

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OCT - Overseas Chinese Town (Asia) Holdings Ltd. published this content on 12 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 August 2020 13:57:18 UTC