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萬 科 置 業（ 海 外 ）有 限 公 司 Vanke Property (Overseas) Limited (Incorporated in the Cayman Islands with limited liability)
(Stock Code: 01036)
RE-APPOINTMENT OF DIRECTORS
The board (the ''Board'') of directors (the ''Directors'' and each a ''Director'') of Vanke
Property (Overseas) Limited (the ''Company'') hereby announces that:
1. Mr. Zhang Xu (''Mr. Zhang'') will be re-appointed as an executive Director and a member of the Nomination Committee of the Company with effect from 24 July 2015;
2. Ms. Que Dong Wu (''Ms. Que'') will be re-appointed as an executive Director and a member of the Remuneration Committee of the Company with effect from 24 July
2015;
3. Mr. Chan Chi Yu (''Mr. Chan'') will be re-appointed as a non-executive Director and a member of the Audit Committee of the Company with effect from 24 July 2015;
4. Mr. Chan Wai Hei, William (''Mr. William Chan'') will be re-appointed as an independent non-executive Director, the chairman of the Audit Committee and a member of the Remuneration Committee of the Company with effect from 1 September
2015; and
5. Mr. Shium Soon Kong (''Mr. Shium'') will be re-appointed as an independent non- executive Director, the chairman of the Remuneration Committee and a member of the Nomination Committee of the Company with effect from 1 September 2015.
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The biographies of Mr. Zhang, Ms. Que, Mr. Chan, Mr. William Chan and Mr. Shium are set out as follows:
Mr. Zhang Xu
Mr. Zhang Xu, aged 52, was appointed executive Director of the Company in July 2012. He is also a member of the Nomination Committee of the Company and a director of certain subsidiaries of the Group. Mr. Zhang's term of office as an executive Director will expire on
24 July 2015.
Mr. Zhang has entered into a letter of appointment with the Company for a further term of not exceeding three years commencing from 24 July 2015, which may be terminated by either side on no less than one month's notice. His directorship is subject to retirement by rotation and re-election in accordance with the articles of association of the Company. Mr. Zhang will be entitled to an annual remuneration of HK$200,000 which is determined with reference to his workload and responsibilities with the Company and the Company's remuneration policies.
Mr. Zhang joined China Vanke Co., Ltd. (''China Vanke'') in November 2002. He is currently an Executive Vice President and the Chief Operating Officer of China Vanke. China Vanke is a joint stock company incorporated in the PRC and the issued A shares of which are listed on the Shenzhen Stock Exchange and the issued H shares of which are listed on the main board of The Stock Exchange of Hong Kong Limited. China Vanke is the ultimate holding company of the Company.
As at the date of this announcement, Mr. Zhang was not interested in any shares of the Company, but Mr. Zhang was interested in 679,039 A shares in the share capital of China Vanke, and in 225,000 share options to subscribe for A shares in China Vanke.
Mr. Zhang has approximately 20 years of experience in real estate business. He obtained a bachelor's degree in Industrial and Civil Construction from Hefei University of Technology in the PRC in August 1984 and a part-time Professional Master of Business Administration from the Troy State University, United States in June 2001.
Ms. Que Dong Wu
Ms. Que Dong Wu, aged 48, was appointed executive Director of the Company in July
2012. She is also a member of the Remuneration Committee of the Company and a director of certain subsidiaries of the Group. Ms. Que's term of office as an executive Director of the Company will expire on 24 July 2015.
Ms. Que has entered into a letter of appointment with the Company for a further term of not exceeding three years commencing from 24 July 2015, which may be terminated by either side on no less than one month's notice. Her directorship is subject to retirement by rotation and re-election in accordance with the articles of association of the Company. Ms. Que will be entitled to an annual remuneration of HK$200,000 which is determined with reference to her workload and responsibilities with the Company and the Company's remuneration policies.
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Ms. Que joined China Vanke in May 1993 and is currently a Vice President of China Vanke and the Managing Director of the Hong Kong Division of China Vanke responsible for China Vanke's operation in Hong Kong. She is also the Managing Director of Vanke Property (Hong Kong) Company Limited, an intermediate holding company of the Company.
As at the date of this announcement, Ms. Que was not interested in any shares of the Company, but Ms. Que was interested in 1,350,700 A shares in the share capital of China Vanke.
Ms. Que has over 15 years of experience in corporate finance and real estate investment. She graduated from Fudan University, PRC in July 1999 with a Master of Economics.
Mr. Chan Chi Yu
Mr. Chan Chi Yu, aged 60, was appointed non-executive Director of the Company in July
2012. He is also a member of the Audit Committee of the Company. Mr. Chan's term of office as a non-executive Director of the Company will expire on 24 July 2015.
Mr. Chan has entered into a letter of appointment with the Company for a further term of three years commencing from 24 July 2015, which may be terminated by either side on no less than one month's notice. His directorship is subject to retirement by rotation and re- election in accordance with the articles of association of the Company. Mr. Chan will be entitled to an annual remuneration of HK$150,000 which is determined with reference to his workload and responsibilities with the Company and the Company's remuneration policies plus allowances for attending meetings.
Mr. Chan was a director of China Vanke from May 1997 to April 2008 and has become a consultant of China Vanke since April 2008. He is also an independent non-executive director of eprint Group Limited (stock code: 01884). Due to increased commitment on his own business, Mr. Chan will not seek for re-election as a director of eprint Group Limited upon his retirement by rotation at the annual general meeting of the company to be held on
3 August 2015.
As at the date of this announcement, Mr. Chan was not interested in any shares of the
Company, but Mr. Chan was interested in 500,203 H shares of China Vanke through his
50% shareholding in a controlled corporation and in 1,130,000 A shares of China Vanke in his personal name.
Mr. Chan has received various training in accounting, business administration, corporate governance and security brokerage. He is a fellow member of The Hong Kong Institute of Directors, a full member of The Hong Kong Management Association and also an affiliated member of The Association of International Accountants.
Mr. Chan Wai Hei, William
Mr. Chan Wai Hei, William, aged 57, was appointed independent non-executive Director of the Company in September 2012. He is also the Chairman of the Audit Committee and a member of the Remuneration Committee of the Company. Mr. William Chan's term of office as an independent non-executive Director of the Company will expire on 1 September 2015.
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Mr. William Chan has entered into a letter of appointment with the Company for a further term of three years commencing from 1 September 2015, which may be terminated by either side on no less than one month's notice. His directorship is subject to retirement by rotation and re-election in accordance with the articles of association of the Company. Mr. William Chan will be entitled to an annual remuneration of HK$150,000 which is determined with reference to his workload and responsibilities with the Company and the Company's remuneration policies plus allowances for attending meetings.
Mr. William Chan has over 30 years of experience in accounting and finance. He has been working for Messrs. Li, Tang, Chen & Co., Certified Public Accountants (Practicing) since June 1980 and has been admitted as a partner from April 1989. Mr. William Chan graduated from Hong Kong Shue Yan College (currently known as Hong Kong Shue Yan University) in July 1980 with a Diploma in Accounting. Mr. William Chan was the President of The Hong Kong Institute of Accredited Accounting Technicians Limited (which is a wholly- owned subsidiary of the Hong Kong Institute of Certified Public Accountants) from 1992 to
1995. Mr. William Chan is currently a fellow member of the Hong Kong Institute of Certified Public Accountants, an associate member of The Institute of Chartered Accountants in England and Wales, a member of The Society of Chinese Accountants and Auditors of Hong Kong, a fellow member of The Association of Chartered Certified Accountants, a fellow member of The Taxation Institute of Hong Kong and a fellow member of The Hong Kong Institute of Directors.
Mr. Shium Soon Kong
Mr. Shium Soon Kong, aged 61, was appointed independent non-executive Director of the Company in September 2012. He is also the Chairman of the Remuneration Committee and a member of the Nomination Committee of the Company. Mr. Shium's term of office as an independent non-executive Director of the Company will expire on 1 September 2015.
Mr. Shium has entered into a letter of appointment with the Company for a further term of three years commencing from 1 September 2015, which may be terminated by either side on no less than one month's notice. His directorship is subject to retirement by rotation and re- election in accordance with the articles of association of the Company. Mr. Shium will be entitled to an annual remuneration of HK$150,000 which is determined with reference to his workload and responsibilities with the Company and the Company's remuneration policies plus allowances for attending meetings.
Mr. Shium has over 30 years of experience in real estate investment and operations. Mr. Shium started his career with Singapore's public housing authority, the Housing and Development Board. He was a Principal Officer in its Estates & Lands Division when he left in 1995. In the same year, he joined Pidemco Land Limited (the predecessor of CapitaLand Limited) as Vice President until early 1999. He subsequently joined Xin Rou Properties Pte. Ltd., a Singapore real estate company, as the director for its real estate investment portfolio from 1999 to 2001. Mr. Shium was the Senior Vice President in GIC Real Estate Pte. Ltd. from 2001 to 2008; and was the President of Ping An Real Estate Co., Ltd. from January
2009 till early 2012. Currently, he is a director of Thong Ching Pte. Ltd., an investment company in Singapore, and the director for business development in Raffles Medical Group, an integrated medical and healthcare company registered in Singapore and listed on the Singapore Exchange Securities Trading Limited (SGX). Mr. Shium obtained a Bachelor of
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Science Honours Degree in Estate Management from The University of Singapore (the predecessor of National University of Singapore) in May 1979 and a Master of Science Degree in Urban Land Appraisal from University of Reading in the United Kingdom in December 1982.
As at the date of this announcement, save as disclosed above, each of Mr. Zhang, Ms. Que, Mr. Chan, Mr. William Chan and Mr. Shium has confirmed that:
1. he/she does not have any relationship with any of the Directors, senior management or substantial shareholders (as defined under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Listing Rules'')) or controlling shareholders (as defined under the Listing Rules) of the Company;
2. he/she does not, and is not deemed to have any interest in the shares, underlying shares or 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);
3. he/she does not hold other positions in the Company or its subsidiaries; and
4. he/she did not hold any directorship in public companies the securities of which are listed on any securities market in Hong Kong or overseas in the preceding three years.
Save as disclosed above, the Board and each of Mr. Zhang, Ms. Que, Mr. Chan, Mr. William Chan and Mr. Shium are not aware of any information that is required to be disclosed pursuant to any of the requirements under Rule 13.51(2) of the Listing Rules, nor is there any other matter that needs to be brought to the attention of the shareholders of the Company.
By order of the Board
Vanke Property (Overseas) Limited
Que Dong Wu
Executive Director
23 July 2015, Hong Kong
As at the date of this announcement, the directors of the Company are: Executive Directors:
Mr. Zhang Xu, Ms. Que Dong Wu
Non-Executive Director:
Mr. Chan Chi Yu
Independent Non-Executive Directors (in alphabetical order):
Mr. Chan Wai Hei, William, Ms. Law Chi Yin, Cynthia, Mr. Shium Soon Kong
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