CHINA LESSO GROUP HOLDINGS LIMITED 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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(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2128) APPOINTMENT AND RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR, MEMBER OF NOMINATION AND REMUNERATION COMMITTEES
The board (the "Board") of directors (the "Directors") of China Lesso Group Holdings Limited (the "Company", which together with its subsidiaries, the "Group") would like announce that (i) Dr. Tao Zhigang has been appointed as an independent non-executive Director; (ii) Mr. Cheung Man Yu has been appointed as a member of the remuneration committee; and (iii) Dr. Bai Chongen has resigned as the independent non-executive Director, member of the nomination and remuneration committees, all with effect from 1
September 2015.
Dr. Tao Zhigang ("Dr. Tao"), aged 50, has been appointed as an independent non-executive Director with effect from 1 September 2015. Dr. Tao is Professor of Economics and Strategy in the Faculty of Business and Economics and the director of the Institute for China and Global Development, the University of Hong Kong. Prior to joining the University of Hong Kong in 1998, he taught at Hong Kong University of Science and Technology from 1992 to
1998. Dr. Tao received his B.Sc. in management science from Fudan University in 1986, and
PhD in economics from Princeton University in 1992.
* For identification purpose only
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Dr. Tao is currently an independent non-executive director of Huadian Fuxin Energy Corporation Limited (stock code: 816), which is listed on The Stock Exchange of Hong Kong Limited. Dr. Tao is senior fellow at Tsinghua University's National Centre of Economic Research, senior fellow at Tsinghua University's Center for China in the World Economy, and special-term professor at Fudan University School of Management. He is also co-director of the Asia Competitiveness Program of Hong Kong Institute of Economics and Business Strategy.
Dr. Tao was appointed for a fixed term of 2 years and his appointment is subject to retirement by rotation and re-election in accordance with the articles of association of the Company. Dr. Tao was entitled to fixed Director's fee of HK$325,000 per annum. No service contract has been entered into between Dr. Tao and the Group. The Director's fee payable to Dr. Tao was mutually agreed upon between the Board and Dr. Tao with reference to his duties and responsibilities towards the Company and prevailing market conditions. Such emoluments are subject to review by the Board from time to time pursuant to the power conferred on it in the annual general meeting of the Company.
As at the date of this announcement, Dr. Tao (i) did not have any relationship with any Directors, senior management or substantial or controlling shareholders of the Company; (ii) did not have any interests in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (iii) did not hold any other directorships in public companies the securities of which are listed on any securities market in Hong Kong or overseas in the three years immediately preceding the date of this announcement; and (iv) did not hold other positions with other members of the Group.
Save as disclosed above, there is no information in relation to the appointment of Dr. Tao that is required to be disclosed pursuant to Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and there are no other matter that needs to be brought to the attention of holders of securities of the Company.
Mr. Cheung Man Yu has been appointed as a member of the remuneration committee with effect from 1 September 2015.
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Dr. Bai Chongen ("Dr. Bai") has tendered his resignation as an independent non-executive
Director, member of the nomination and remuneration committees with effect from 1
September 2015 because of other business commitments. Dr. Bai confirmed that he had no disagreement with the Board and there were no matters that needed to be brought to the attention of holders of securities of the Company.
By order of the Board
Chairman
Hong Kong, 17 August 2015
As at the date of this announcement, the executive directors of the Company are Mr. Wong Luen Hei, Mr. Zuo Manlun, Ms. Zuo Xiaoping, Mr. Lai Zhiqiang, Mr. Kong Zhaocong, M r. Chen Guonan, D r. L in Shaoquan, M r. Huang Guirong, M r. Luo J ianfeng; the non-executive director of the Company is Mr. Lin Dewei; and the independent non-executive directors of the Company are Dr. Bai Chongen, Mr. Fung Pui Cheung, Mr. Wong Kwok Ho Jonathan, Mr. Cheung Man Yu and Ms. Lan Fang.
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