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.

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 698)

CHANGE OF DIRECTORS, VICE CHAIRMAN OF THE BOARD

AND AUTHORISED REPRESENTATIVE

The Board announces that with effect from 21 October 2019:

  1. Mr. Wang Ya Hua has resigned as the Vice Chairman, an executive Director and the Authorised Representative;
  2. Mr. Wong Ah Yeung has resigned as an executive Director;
  3. Mr. Wong Ah Yu has resigned as a non-executive Director;
  4. Mr. Wang Hung Man has been appointed as the Vice Chairman, an executive Director and the Authorised Representative;
  5. Mr. Wong Ming Yuet has been appointed as an executive Director; and
  6. Mr. Hui Wai Man has been appointed as an executive Director.

- 1 -

RESIGNATION OF DIRECTORS, VICE CHAIRMAN OF THE BOARD AND THE AUTHORISED REPRESENTATIVE

The board (the "Board") of directors (the "Director(s)") of Tongda Group Holdings Limited (the "Company", together with its subsidiaries, the "Group") announces that (i) Mr. Wang Ya Hua (aged 64) has resigned as the vice chairman of the Board (the "Vice Chairman"), an executive Director and the authorised representative (the "Authorised Representative") of the Company under Rule 3.05 of the Rules (the "Listing Rules") Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the "Stock Exchange"); (ii) Mr. Wong Ah Yeung (aged 69) has resigned as an executive Director; and (iii) Mr. Wong Ah Yu (aged 66) has resigned as a non-executive Director with effect from 21 October 2019 as they have reached retirement age.

Each of Mr. Wang Ya Hua, Mr. Wong Ah Yeung and Mr. Wong Ah Yu has confirmed that he has no disagreement with the Board and there are no other matters in relation to his resignation that needs to be brought to the attention of the shareholders of the Company (the "Shareholders") and the Stock Exchange.

Following their resignations, each of Mr. Wang Ya Hua, Mr. Wong Ah Yeung and Mr. Wong Ah Yu will remain as a consultant to the Company providing strategic advice and guidance to the Company on the business and operations of the Group.

APPOINTMENT OF DIRECTORS, VICE CHAIRMAN OF THE BOARD AND THE AUTHORISED REPRESENTATIVE

The Board is pleased to announce that (i) Mr. Wang Hung Man ("Mr. HM Wang") has been appointed as the Vice Chairman, an executive Director and the Authorised Representative;

  1. Mr. Wong Ming Yuet ("Mr. MY Wong") has been appointed as an executive Director; and
  2. Mr. Hui Wai Man ("Mr. Hui") has been appointed as an executive Director with effect from 21 October 2019.

- 2 -

The biographical details of Mr. HM Wang are set out as follows:

Mr. HM Wang, aged 30, obtained a bachelor's degree in economics from The University of California, Davis in 2011. He is currently pursuing an executive master of business administration (EMBA) degree at China Europe International Business School and is expected to graduate this year. After obtaining his bachelor's degree, Mr. HM Wang worked in various positions at the major subsidiaries of the Group in Xiamen and was responsible for plant operations management, procurement, companies' daily operations management and strategy development, etc. Currently, Mr. HM Wang is the general manager and/or director of the Group's major subsidiaries in Xiamen and is responsible for the supervision and strategic development of the Group's business in Xiamen. Mr. HM Wang also leads the business development between a customer in North America and the Group.

Mr. HM Wang is the son of Mr. Wang Ya Hua, who is a substantial Shareholder, and the nephew of Mr. Wang Ya Nan, who is an executive Director and a controlling Shareholder, and Mr. Wong Ah Yeung and Mr. Wong Ah Yu, who are substantial Shareholders. Mr. HM Wang is also the cousin of Mr. Wang Ming Che, an executive Director, and Mr. MY Wong.

The Company has entered into a service agreement with Mr. HM Wang for a term of three years commencing from 21 October 2019, which may be terminated by either party giving to the other not less than one month's prior notice in writing. Mr. HM Wang is entitled to a monthly director's fee of HK$50,000 on a twelve months' basis with discretionary bonus which was determined by the Board with recommendation of the remuneration committee of the Company (the "Remuneration Committee") after considering a range of factors including his experience, his duties and responsibilities in the Group, the remuneration structure of the Group and levels of remuneration for peers in the market. His directorship is subject to retirement by rotation and re-election of the Company in accordance with the articles of association of the Company (the "Articles").

The biographical details of Mr. MY Wong are set out as follows:

Mr. MY Wong, aged 37, graduated from Macquarie University in Australia in 2007 and majored in commerce and accounting management. Mr. MY Wong has been serving the subsidiaries of the Group for long period of time and is responsible for daily operations including supply chain, procurement, warehousing and logistics. Currently, Mr. MY Wong is the general manager of a major subsidiary of the Group in Shishi and is responsible for the sales and operation of the electrical appliance business and assisting the supervision and strategic development of the Group's business in Shishi.

- 3 -

Mr. MY Wong is the son of Mr. Wong Ah Yu, who is a substantial Shareholder, and the nephew of Mr. Wang Ya Nan, who is an executive Director and a controlling Shareholder, and Mr. Wong Ah Yeung and Mr. Wang Ya Hua, who are substantial Shareholders. Mr. MY Wong is also the cousin of Mr. Wang Ming Che, an executive Director, and Mr. HM Wang.

The Company has entered into a service agreement with Mr. MY Wong for a term of three years commencing from 21 October 2019, which may be terminated by either party giving to the other not less than one month's prior notice in writing. Mr. MY Wong is entitled to a monthly director's fee of HK$50,000 on a twelve months' basis with discretionary bonus which was determined by the Board with recommendation of the Remuneration Committee after considering a range of factors including his experience, his duties and responsibilities in the Group, the remuneration structure of the Group and levels of remuneration for peers in the market. His directorship is subject to retirement by rotation and re-election in accordance with the Articles.

The biographical details of Mr. Hui are set out as follows:

Mr. Hui, aged 51, obtained a bachelor of science (Hons) in electronics from Keele University in the United Kingdom in 1990 and has nearly 30 years of experience in the electronics market. After graduating, Mr. Hui joined Seagate Technology PLC (NASDAQ: STX), a company listed on the NASDAQ Stock Market and is one of the world's largest computer hard disk manufacturers. He worked as a business engineer in Singapore. He then joined Kaga Electronics Co., Ltd. (TYO: 8154) ("Kaga Electronics"), a company listed on The Tokyo Stock Exchange, in 1992, where he was responsible for business development. Before Mr. Hui left Kaga Electronics, he was a director of a subsidiary under Kaga Electronics in Asia, and was responsible for the business development of Kaga Electronics in China. Mr. Hui joined the Group in 2003 and is currently a general manager of a major subsidiary of the Group, where he is mainly responsible for the sales and marketing activities of the Group in Hong Kong and overseas. He is also responsible for the overall product and business development and the supply chain management of the Group.

Mr. Hui has entered into an employment contract with a subsidiary of the Company in 2015 and is currently entitled to a monthly salary of HK$52,000 with sales commission.

The Company has entered into a service agreement with Mr. Hui for a term of three years commencing from 21 October 2019, which may be terminated by either party giving to the other not less than one month's prior notice in writing. Pursuant to the service agreement, Mr. Hui will not receive any remuneration upon his appointment as a Director and his future remunerations will be subject to the review by the Remuneration Committee. His directorship is subject to retirement by rotation and re-election in accordance with the Articles.

- 4 -

SBS, JP

As at the date of this announcement, Mr. Hui is interested in 78,000,000 shares of the Company (the "Shares") and 2,000,000 share options of the Company.

Save as disclosed herein, each of Mr. HM Wang, Mr. MY Wong and Mr. Hui did not hold any other directorship in the last three years in other public company the securities of which are listed on any securities market in Hong Kong or overseas and does not have any relationship with any other directors, senior management or substantial or controlling shareholders of the Company and does not hold any position of the Company and other companies within the Group.

As at the date of this announcement, save as disclosed herein, each of Mr. HM Wang, Mr. MY Wong and Mr. Hui does not have any interest in the Shares within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Save as disclosed in this announcement, each of Mr. HM Wang, Mr. MY Wong and Mr. Hui confirmed that there is no other information which requires to be disclosed pursuant to Rule 13.51(2) of the Listing Rules nor is there any other matter regarding his appointment that need to be brought to the attention of the Shareholders.

The Board would like to take this opportunity to express its sincere gratitude to Mr. Wang Ya Hua, Mr. Wong Ah Yeung and Mr. Wong Ah Yu, who are the founders of the Group, for their outstanding contributions towards the Company during their tenure of office and would like to express its warmest welcome to Mr. HM Wang, Mr. MY Wong and Mr. Hui for joining the Board.

By order of the Board

Tongda Group Holdings Limited

Wang Ya Nan

Chairman

Hong Kong, 21 October 2019

As at the date of this announcement, the Board comprises Mr. Wang Ya Nan, Mr. Wang Hung Man, Mr. Wang Ming Che, Mr. Wong Ming Yuet and Mr. Hui Wai Man as executive Directors; Ms. Chan Sze Man as non-executive Director; and Dr. Yu Sun Say, GBM, GBS, SBS, JP, Mr.

Cheung Wah Fung, Christopher, and Mr. Ting Leung Huel Stephen as independent non- executive Directors.

- 5 -

Attachments

  • Original document
  • Permalink

Disclaimer

Tongda Group Holdings Ltd. published this content on 21 October 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 October 2019 11:20:07 UTC