ShiFang Holding Limited announced that Mr. Wong Heung Ming, Henry has tendered his resignation as an independent non-executive Director of the Company with effect from 19 April 2023 as he intended to devote more time to his other business engagements. Following the resignation of Mr. Wong, the composition of the Board comprises three Executive Directors, two non-executive Directors and two Independent Non-executive Directors, and the Audit Committee would comprise two members only. Accordingly, the Company will fail to meet the following requirements: (a) at least three independent non-executive directors on the Board under Rule 3.10(1) of the Rules Governing the Listing of Securities on the Stock Exchange; (b) the Audit Committee chaired by an independent non-executive director and comprising a majority of independent non-executive directors under Rule 3.21 of the Listing Rules and the relevant terms of reference of the Company.

The Board is in the process of identifying a suitable candidate to fill the vacancies of an independent non-executive Director and of the chairman of the Audit Committee and will use its best endeavours to ensure that a suitable candidate is appointed as soon as practicable and, in any event, within three-months from the effective date of resignation of Mr. Wong as required under Rules 3.11 and 3.21 of the Listing Rules. The Company will make further announcement(s) as and when appropriate.