Change - Announcement of Appointment::Appointment of Non-Executive and Non-Independent Director

Issuer & Securities

Issuer/ Manager
BANYAN TREE HOLDINGS LIMITED
Securities
BANYAN TREE HOLDINGS LIMITED - SG1T49930665 - B58
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
27-Sep-2017 19:31:58
Status
New
Announcement Sub Title
Appointment of Non-Executive and Non-Independent Director
Announcement Reference
SG170927OTHRQ5BD
Submitted By (Co./ Ind. Name)
Jane Teah
Designation
Company Secretary
Description (Please provide a detailed description of the event in the box below)
Appointment of Non-Executive and Non-Independent Director

Additional Details

Date Of Appointment
27/09/2017
Name Of Person
Zhang Xu
Age
54
Country Of Principal Residence
China
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
The Board of Directors of Banyan Tree Holdings Limited ( BTH ) has accepted the recommendation of the Nominating & Remuneration Committee of BTH which has reviewed Mr Zhang Xu's qualifications and experience and approved the appointment of Mr Zhang as a Non-Executive and Non-Independent Director of BTH. Pursuant to BTH's Constitution, Mr Zhang is subject to retirement and may stand for re-election at the next Annual General Meeting.
Whether appointment is executive, and if so, the area of responsibility
No.
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Non-Executive and Non-Independent Director
Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
No.
Conflict of interests (including any competing business)
Being a Director of China Vanke Co., Ltd. ("China Vanke"), China Vanke may also carry out hotels and resorts businesses in the People's Republic of China or elsewhere.
Working experience and occupation(s) during the past 10 years
Zhang Xu is currently the Executive Vice President, and the Chief Operations Officer ("COO") of China Vanke Co., Ltd. He joined China Overseas Group in 1995 and the China Vanke Group in 2002. Mr Zhang successively served as Engineering Supervisor, Vice General Manager, Executive Vice General Manager and General Manager of Wuhan Vanke Real Estate Co. Ltd. He became Vice President of China Vanke Co., Ltd. in 2012 and has been Executive Vice President and COO of China Vanke Co., Ltd. since 2014. Since 2012, he also became an executive director of Vanke Property (Overseas) Limited, a company which is 75% owned by China Vanke Co., Ltd. and which is listed on The Stock Exchange of Hong Kong Limited.

Undertaking submitted to the listed issuer in the form of Appendix 7.7 (Listing Rule 704(7)) Or Appendix 7H (Catalist Rule 704(6))
Yes
Shareholding interest in the listed issuer and its subsidiaries?
No
Other Directorships
# These fields are not applicable for announcements of appointments pursuant to Listing Rule 704 (9) or Catalist Rule 704 (8).
Past (for the last 5 years)
Please refer to Annex A.
Present
Please refer to Annex B.
(a) Whether at any time during the last 10 years, an application or a petition under any bankruptcy law of any jurisdiction was filed against him or against a partnership of which he was a partner at the time when he was a partner or at any time within 2 years from the date he ceased to be a partner?
No
(b) Whether at any time during the last 10 years, an application or a petition under any law of any jurisdiction was filed against an entity (not being a partnership) of which he was a director or an equivalent person or a key executive, at the time when he was a director or an equivalent person or a key executive of that entity or at any time within 2 years from the date he ceased to be a director or an equivalent person or a key executive of that entity, for the winding up or dissolution of that entity or, where that entity is the trustee of a business trust, that business trust, on the ground of insolvency?
No
(c) Whether there is any unsatisfied judgment against him?
No
(d) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving fraud or dishonesty which is punishable with imprisonment, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such purpose?
No
(e) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such breach?
No
(f) Whether at any time during the last 10 years, judgment has been entered against him in any civil proceedings in Singapore or elsewhere involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or a finding of fraud, misrepresentation or dishonesty on his part, or he has been the subject of any civil proceedings (including any pending civil proceedings of which he is aware) involving an allegation of fraud, misrepresentation or dishonesty on his part?
No
(g) Whether he has ever been convicted in Singapore or elsewhere of any offence in connection with the formation or management of any entity or business trust?
No
(h) Whether he has ever been disqualified from acting as a director or an equivalent person of any entity (including the trustee of a business trust), or from taking part directly or indirectly in the management of any entity or business trust?
No
(i) Whether he has ever been the subject of any order, judgment or ruling of any court, tribunal or governmental body, permanently or temporarily enjoining him from engaging in any type of business practice or activity?
No
(j) Whether he has ever, to his knowledge, been concerned with the management or conduct, in Singapore or elsewhere, of the affairs of :-
(i) any corporation which has been investigated for a breach of any law or regulatory requirement governing corporations in Singapore or elsewhere; or
No
(ii) any entity (not being a corporation) which has been investigated for a breach of any law or regulatory requirement governing such entities in Singapore or elsewhere; or
No
(iii) any business trust which has been investigated for a breach of any law or regulatory requirement governing business trusts in Singapore or elsewhere; or
No
(iv) any entity or business trust which has been investigated for a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, in connection with any matter occurring or arising during that period when he was so concerned with the entity or business trust?
No
(k) Whether he has been the subject of any current or past investigation or disciplinary proceedings, or has been reprimanded or issued any warning, by the Monetary Authority of Singapore or any other regulatory authority, exchange, professional body or government agency, whether in Singapore or elsewhere?
No
Disclosure applicable to the appointment of Director only.
Any prior experience as a director of a listed company?
Yes
If Yes, Please provide details of prior experience
Mr Zhang Xu is a director of the following companies:-
1. China Vanke Co., Ltd. (a joint stock company established under the laws of the People's Republic of China with limited liability of which the H Shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited and the A Shares are listed on the Shenzhen Stock Exchange).
2. Vanke Property (Overseas) Limited (a limited liablity company incorporated in the Cayman Islands and listed on The Stock Exchange of Hong Kong Limited).

Attachments

AnnexA-ZhangXu-PastDirectorships.pdf
AnnexB-ZhangXu-PresentDirectorships.pdf
Total size =348K