Non-executive Director

Mr LU Yanpo    (Chairman)

Mr LU Yanpo (盧硯坡, formerly known as LU Yanpo* (盧艷坡)), aged 50, has been appointed as a nonexecutive Director, a member of the nomination committee, the audit committee and the remuneration committee of the Company since 11 February 2022. He has been subsequently appointed as chairman of the Board and the chairman of nomination committee with effect from 30 June 2022. Mr. LU graduated from Tsinghua University with a Master’s degree in Public Administration and has over 15 years of experience in loan management, administration management, risk management and investment management. Mr. LU has successively served as a Risk Management Manager of Credit Review Department (at the Deputy-director level) of China Development Bank, Deputy Division Director of Credit Review Department of China Development Bank, Deputy General Manager and General Manager of Human Resources Department of CDB Capital Co., Ltd., President of China Development Bank International Holdings Limited and Operations Director of CDB Capital Co., Ltd.. Mr. LU has extensive management experience in the banking and financial services industry.

Independent Non-executive Directors

Mr SIN Yui Man

Mr SIN Yui Man, aged 65, has been appointed as an independent non-executive Director of the Company since 1 September 2014. He is also the chairman of the remuneration committee and a member of the audit committee of the Company. Mr. SIN has over 30 years of experience in treasury and corporate banking. Prior to joining the Company, Mr. SIN served in Ping An Bank Co., Ltd., (listed on the Shenzhen Stock Exchange, stock code: 000001), Hong Kong Representative Office as the Chief Representative; Agricultural Bank of China Limited (listed on the Stock Exchange, stock code: 1288) as Alternate Chief Executive in its Hong Kong Branch; as well as in senior management positions at Standard Chartered Bank and Société Générale S.A. (SocGen) in Hong Kong. In 2011, Mr. SIN was elected as a member of the Chief Executive Election Committee in Hong Kong. Mr. SIN is a graduate of the Social Sciences Faculty of the University of Hong Kong, and possesses a post-graduate degree in Master of Business Administration from INSEAD.

Ms. FANG Xuan

Ms. FANG Xuan (方璇)， aged 53, was appointed as an independent non-executive Director and a member of each of the audit committee, the remuneration committee and the nomination committee of the Board on 20 March 2024. Ms. FANG has extensive experience in finance and treasury industry. She worked at Beijing Enterprises Holdings Ltd (北京控股有限公司), a company listed on the Stock Exchange (stock code: 0392.HK), from June 2000 to July 2019, with her last position as a financial accounting manager of Hong Kong capital finance department. She has been serving as a financial director at CR Construction Group Holdings Ltd (華營建築集團控股有限公司), a company listed on the Stock Exchange (stock code:1582.HK) since August 2019. Ms. FANG served as a finance director at Mingxi Charity Foundation (明曦公益基金會) from August 2016 to July 2019. Ms. FANG has been serving as a member of the consultative committee of the Liaison Office of the Association of Certified Public Accountants of China in Hong Kong (中國註冊會計師協會駐香港聯絡處) and a member of the Standing Committee of the Shaanxi Provincial Committee of the Chinese People’s Political Consultative Conference (中國人民政治協商會議陝西省委員會) since June 2022 and January 2023, respectively. She currently also serves at The Hong Kong Chinese Enterprises Association Financial & Accounting Affairs Steering Committee (香港中國企業協會財會專業委員會) as the Executive Vice Secretary General. Ms. FANG has been a member of the Association of International Accountant (國際會計師公會) since June 2015 and a fellow member of Association of International Accountant since September 2020. She has also been a member of China Association of Chief Financial Officers (中國總會計師協會) (CACFO) since December 2016 and a member of Hong Kong Professionals and Senior Executives Association (香港專業及資深行政人員協會) since January 2021. Ms. FANG obtained her bachelor’s degree in accounting in October 2006 from University of Bolton (博爾頓大學) in England. She also completed a senior program on public administration in Tsinghua University (清華大學) in Beijing, the PRC, in August 2022 and obtained an EMBA degree from the City University of Hong Kong in October 2021.

Ms. FANG has confirmed (i) her independence as regards each of the factors referred to in Rule 3.13(1) to (8) of the Listing Rules; (ii) that she has no past or present financial or other interest in the business of the Company or its subsidiaries or any connection with any core connected persons (as defined in the Listing Rules) of the Company; and (iii) there are no other factors that may affect her independence at the time of her appointment. In combination with the relevant disclosure details in the announcement of the Company dated 20 March 2024, the Company considers that Ms. FANG is independent.

Ms. FANG Xuan has obtained a legal opinion from Zhong Lun Law Firm LLP, the Company’s legal adviser, pursuant to Rule 3.09D of the Listing Rules on 14 March 2024 and has confirmed that she understands her responsibilities as a director of a listed company and the possible consequences of making a false statement or providing false information to the Stock Exchange.

Dr. FAN Ren Da, Anthony

Dr. FAN Ren Da, Anthony, aged 63, joined in 2012 as an independent non-executive Director of the Company. He is also a member of the audit committee, a member of the remuneration committee and a member of the nomination committee of the Company. Dr. FAN holds a Master’s degree in Business Administration from the United States of America and holds a PhD in Economics. He is the chairman and managing director of AsiaLink Capital Limited. Dr. FAN is also the independent non-executive director of Uni-President China Holdings Ltd. (listed on the Stock Exchange, stock code: 220), Shanghai Industrial Urban Development Group Limited (listed on the Stock Exchange, stock code: 563), Semiconductor Manufacturing International Corporation (listed on the Stock Exchange, stock code: 981), CITIC Resources Holdings Limited (listed on the Stock Exchange, stock code: 1205), Technovator International Limited (listed on the Stock Exchange, stock code: 1206), China Dili Group (listed on the Stock Exchange, stock code: 1387), Neo-Neon Holdings Limited (listed on the Stock Exchange, stock code: 1868), and Hong Kong Resources Holdings Company Limited (listed on the Stock Exchange, stock code: 2882).

Dr. FAN has been reassigned from an independent non-executive Director to an executive Director and resigned as the Chairman of the remuneration committee and a member of each of the audit committee and the nomination committee of Tenfu (Cayman) Holdings Company Limited (listed on the Stock Exchange, stock code: 6868), with effect from 18 May 2021. Dr. FAN ceased to act as an independent non-executive Director of Raymond Industrial Limited (listed on the Stock Exchange, stock code: 229) in May 2021. He is also the Founding President of The Hong Kong Independent Non-Executive Director Association.

Reference is made to the announcement of the Company dated 5 December 2023, in relation to that the during the term of his office as an independent non-executive director of Hong Kong Resources Holdings Limited (stock code: 2882) (“HKR”), Dr. FAN was publicly censured by the Stock Exchange in relation to his breach of Rule 3.08 of the Listing Rules and his declaration and undertaking given to the Stock Exchange in the form set out in Appendix 5B to the Listing Rules in connection with the failure to maintain together with other directors of HKR adequate and effective internal controls for HKR’s money lending business. Dr. FAN has been directed to attend 20 hours of training on regulatory and legal topics including compliance with the Listing Rules. For further details, please refer to the announcement of the Company dated 5 December 2023.

Reference is made to the announcement of the Company dated 20 March 2024, according to which, the term of Dr. FAN’s office as an independent non-executive director, member of the audit committee, remuneration committee and nomination committee of the Board of the Company has expired on 20 March 2024. Dr. FAN has confirmed that he does not wish to renew the appointment after the end of his current term in order to devote more time to other work arrangements.

Mr CHEUNG Ngai Lam

Mr CHEUNG Ngai Lam, aged 53, is a member of the American Institute of Certified Public Accountants and is a Certified Practicing Accountant of Australia. Mr. CHEUNG currently serves as an executive director of Silk Road Logistics Holdings Limited (listed on the Stock Exchange, stock code: 988), and an independent non-executive director of New Provenance Everlasting Holdings Limited (listed on the Stock Exchange, stock code: 2326) and Boyaa Interactive International Limited (listed on the Stock Exchange, stock code: 434).

Mr. CHEUNG served as an independent non-executive director of Guoan International Limited (listed on the Stock Exchange, stock code: 143) from 2020 to 2021, an independent non-executive director of Asia Television Holding Limited (listed on the Stock Exchange, stock code: 707) from 2016 to 2019, and an independent non-executive director of China Huishan Dairy Holdings Company Limited (listed on the Stock Exchange and delisted in 2019, stock code prior to the delisting: 6863) in 2017.

Mr. CHEUNG obtained a Bachelor’s degree in social science from the University of Hong Kong in 1991, a Master’s degree in accounting from the Curtin University of Technology (currently known as Curtin University) in 1997 and a Master’s degree in science (Investment Management) from the Hong Kong University of Science and Technology in 2002. Mr. CHEUNG has been appointed as an independent non-executive Director of the Company, the chairman of audit committee and a member of remuneration committee and nomination committee of the Board, with effect from 28 January 2021.