SANDS CHINA LTD 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.
金沙中國有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1928)The Board announces the resignation of Mr. David Muir Turnbull as an Independent Non- Executive Director of the Company, the chairman of the Remuneration Committee and a member of the Nomination Committee, in each case with effect from March 7, 2016.
This announcement is issued pursuant to Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").
The board of directors (the "Board") of Sands China Ltd. (the "Company") announces the resignation of Mr. David Muir Turnbull ("Mr. Turnbull") as an Independent Non-Executive Director of the Company, the chairman of the Remuneration Committee and a member of the Nomination Committee, in each case with effect from March 7, 2016.
Mr. Turnbull joined the group as an Independent Non-Executive Director on October 14, 2009 and was appointed as the chairman of the Remuneration Committee and as a member of the Nomination Committee on October 14, 2009 and March 2, 2012, respectively.
Mr. Turnbull has decided to resign due to other business commitments that require his full time attention.
Mr. Turnbull has confirmed that he has no disagreement with the Board, and there are no matters that need to be brought to the attention of the shareholders of the Company in respect of his resignation.
The Board wishes to take this opportunity to express its gratitude to Mr. Turnbull for his service to the Board, the Company and the Company's shareholders during his tenure.
Under Rule 3.25 of the Listing Rules, a remuneration committee should be chaired by an Independent Non-Executive Director and comprise a majority of Independent Non-Executive Directors. Following Mr. Turnbull's resignation as the chairman of the Company's Remuneration Committee, the Company will appoint an Independent Non-Executive Director as the chairman of the Company's Remuneration Committee as soon as practicable and will issue an announcement.
Under Paragraph A.5.1 of the Corporate Governance Code (Appendix 14 of the Listing Rules), the nomination committee should comprise a majority of Independent Non-Executive Directors. Following Mr. Turnbull's resignation, the Company's Nomination Committee will no longer comprise a majority of Independent Non-Executive Directors and will not comply with Paragraph
A.5.1 of the Corporate Governance Code. Therefore, the Company will appoint an Independent Non-Executive Director as a member of the Company's Nomination Committee as soon as practicable and will issue an announcement.
By order of the Board
SANDS CHINA LTD. Dylan James WilliamsCompany Secretary
Macao, March 7, 2016
As at the date of this announcement, the directors of the Company are:
Executive Directors: Sheldon Gary Adelson Wong Ying Wai
Toh Hup Hock
Non-Executive Directors: Robert Glen Goldstein Michael Alan Leven Charles Daniel Forman
Independent Non-Executive Directors:
Iain Ferguson Bruce Chiang Yun
Victor Patrick Hoog Antink Steven Zygmunt Strasser
In case of any inconsistency between the English version and the Chinese version of this announcement, the English version shall prevail.
Sands China Ltd. issued this content on 07 March 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 07 March 2016 13:23:02 UTC
Original Document: http://media.corporate-ir.net/media_files/IROL/23/233498/E_144301 (Eng) STP4_as-print_1953.pdf
