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.

PYI Corporation Limited

(Incorporated in Bermuda with limited liability)

(Stock Code: 498)

CHANGE OF DIRECTORS AND CHANGE OF MEMBERS OF BOARD COMMITTEES

The Board announces that:

  • (1) Mr. Mok Yat Fan, Edmond has tendered his resignation as an independent non-executive director of the Company with effect from 1 June 2018 and simultaneously ceases to be a member of each of (i) the Audit Committee, (ii) the Corporate Governance and Compliance Committee, (iii) the Nomination Committee and (iv) the Remuneration Committee of the Company; and

  • (2) Mr. Leung Chung Ki has been appointed as an independent non-executive director of the Company and a member of each of (i) the Audit Committee, (ii) the Corporate Governance and Compliance Committee, (iii) the Nomination Committee and (iv) the Remuneration Committee of the Company with effect from 1 June 2018.

(A) RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The board of directors (the "Board") of PYI Corporation Limited (the "Company" together with its subsidiaries, the "Group") announces that Mr. Mok Yat Fan, Edmond ("Mr. Mok") has tendered his resignation as an independent non-executive director of the Company with effect from 1 June 2018 in order to devote more time to his other commitments. Consequential upon his resignation as an independent non-executive director, Mr. Mok ceases to be a member of each of (i) the Audit Committee, (ii) the Corporate Governance and Compliance Committee, (iii) the Nomination Committee and (iv) the Remuneration Committee of the Company with effect from the same date.

Mr. Mok has confirmed that he does not have any disagreement with the Board and there is no matter that needs to be brought to the attention of the shareholders of the Company in relation to his resignation.

The Board wishes to express its heartfelt thanks to Mr. Mok for his valuable guidance and advice during his tenure of service.

(B) APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND CHANGES OF MEMBERS OF BOARD COMMITTEES

The Board further announces that Mr. Leung Chung Ki ("Mr. Leung") has been appointed as an independent non-executive director of the Company and a member of each of (i) the Audit Committee, (ii) the Corporate Governance and Compliance Committee, (iii) the Nomination Committee and (iv) the Remuneration Committee of the Company with effect from 1 June 2018.

Mr. Leung, aged 61, holds a bachelor degree in business administration in the Chinese University of Hong Kong and a master degree in business administration in the De Paul University in the United States of America. Mr. Leung has over 20 years of experience in banking industry. He is also an independent non-executive director of Renhe Commercial Holdings Company Limited whose shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") (1387.HK).

Mr. Leung will enter into a service contract with the Company in respect of his appointment as an independent non-executive director of the Company and will be entitled to a director's fee of HK$150,000 per annum for the performance of his duties as an independent non-executive director and an aggregate service fee of HK$20,000 per annum for serving as a member of each of (i) the Audit Committee, (ii) the Corporate Governance and Compliance Committee, (iii) the Nomination Committee and (iv) the Remuneration Committee of the Company. Such remuneration has been determined based on his qualifications, experience, level of responsibilities undertaken and prevailing market conditions. Mr. Leung will hold office until the next general meeting of the Company and will be subject to re-election in accordance with the bye-laws of the Company and code provision A.4.2 of the Corporate Governance Code set out in Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules").

Save as disclosed above, as at the date of this announcement, Mr. Leung:

  • (i) does not hold any position in the Company or other members of the Group;

  • (ii) does not hold any directorship in any public companies the securities of which are listed in Hong Kong or overseas in the last three years;

(iii)is not interested in and does not hold any short position in any shares or underlying shares or any debentures of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); and

(iv) is not connected and has no relationship with any directors, senior management of the Company or substantial shareholders (as defined in the Listing Rules) or controlling shareholders (as defined in the Listing Rules) of the Company.

Save as disclosed above, there is no other information to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there are no matters that need to be brought to the attention of the shareholders of the Company in relation to the appointment.

The Board would like to extend its warmest welcome to Mr. Leung for joining the Company.

Following the above changes, the composition of each of the Board committees concerned will be as follows:

  • (1) the Audit Committee comprises 3 members, namely Mr. Chan Shu Kin (being chairman of the committee), Ms. Wong Lai Kin, Elsa and Mr. Leung Chung Ki;

  • (2) the Corporate Governance and Compliance Committee comprises 4 members, namely Mr. Chan Shu Kin (being chairman of the committee), Ms. Wong Lai Kin, Elsa, Mr. Leung Chung Ki and Mr. Chan Kai Ki;

  • (3) the Nomination Committee comprises 5 members, namely Mr. Chan Shu Kin (being chairman of the committee), Mr. Lau Tom Ko Yuen, Mr. Sue Ka Lok, Ms. Wong Lai Kin, Elsa and Mr. Leung Chung Ki; and

  • (4) the Remuneration Committee comprises 3 members, namely Mr. Chan Shu Kin (being chairman of the committee), Mr. Lau Tom Ko Yuen and Mr. Leung Chung Ki.

By Order of the Board PYI Corporation Limited

Chan Kai Ki Company Secretary

Hong Kong, 31 May 2018

As at the date of this announcement, the composition of the Board is as follows:

Mr. Lau Tom Ko Yuen

: Chairman and Managing Director

Mr. Sue Ka Lok

: Executive Director

Ms. Wu Yan Yee

: Executive Director

Mr. Chan Shu Kin

: Independent Non-Executive Director

Ms. Wong Lai Kin, Elsa

: Independent Non-Executive Director

Mr. Mok Yat Fan, Edmond

: Independent Non-Executive Director

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PYI Corporation Ltd. published this content on 31 May 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 31 May 2018 09:32:01 UTC