E151012062Ann.indd

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XIWANG PROPERTY HOLDINGS COMPANY LIMITED

西王置業控股有限公司 *

(Incorporated in Bermuda with limited liability)

(Stock Code: 2088)


CHANGE OF DIRECTORS AND CHIEF EXECUTIVE OFFICER



The Board announces the following changes to the Board and each of its audit and nomination committees with effect from 26 October 2015:


  1. the resignation of Mr. WANG Chuan Wu as an executive Director and the chief executive officer of the Company;


  2. the resignation of Mr. ZHOU Xiang Lin as an executive Director;


  3. the resignation of Mr. WANG Shu Jie as an independent non-executive Director and his cessation of being a member of each of the audit and nomination committees of the Company;


  4. the appointment of Mr. WANG Jin Tao as an executive Director and the chief executive officer of the Company;


  5. the appointment of Mr. WANG Wei Min as an executive Director; and


  6. the appointment of Mr. YAO Yong Jun as an independent non-executive Director and a member of each of the audit and nomination committees of the Company.

The board ('Board') of directors ('Directors') of Xiwang Property Holdings Company Limited ('Company') announces the following changes to the Board and each of its audit and nomination committees:


RESIGNATION OF DIRECTORS


Each of Mr. WANG Chuan Wu, Mr. ZHOU Xiang Lin and Mr. WANG Shu Jie has resigned as a Director and, where applicable, ceased to be a member of certain committees of the Board with effect from 26 October 2015. Details of their resignations are set out below:


  1. Mr. WANG Chuan Wu has resigned as an executive Director and chief executive officer of the Company due to pursue other senior management position in another subsidiary of Xiwang Group Company Limited ('Xiwang Group');


  2. Mr. ZHOU Xiang Lin has resigned as an executive Director due to his personal career development; and


  3. Mr. WANG Shu Jie has resigned as an independent non-executive Director due to his personal career development. He also ceased to be a member of the audit and nomination committees of the Company on the same day.


Each of Mr. WANG Chuan Wu, Mr. ZHOU Xiang Lin and Mr. WANG Shu Jie have confirmed that he has no disagreement with the Board and that there is no matter in respect of his resignation which needs to be brought to the attention to the holders of securities of the Company.


The Board would like to take this opportunity to thank each of Mr. WANG Chuan Wu, Mr. ZHOU Xiang Lin and Mr. WANG Shu Jie for his valuable contribution to the Company during his tenure of office.


APPOINTMENT OF DIRECTORS


To fill the vacancy of the Board, the Board appointed each of Mr. WANG Jin Tao, Mr. WANG Wei Min and Mr. YAO Yong Jun ('New Directors') as a Director and, where applicable, a member of certain committees of the Board with effect from 26 October 2015. Details of their appointments and their respective biographical details are set out below:


  1. Mr. WANG Jin Tao has been appointed as an executive Director and chief executive officer of the Company;

  2. Mr. WANG Wei Min has been appointed as an executive Director; and


  3. Mr. YAO Yong Jun has been appointed as an independent non-executive Director and a member of each of the audit and nomination committees of the Company.


Mr. WANG Jin Tao


Mr. WANG Jin Tao, aged 31, possess more than 10 years of management experience. He graduated from the professional course in business administration of The Open University of China( 中央廣播電視大學)in January 2011 and worked as the deputy department head of the security department of the Xiwang Group, ultimate holding company of the Company between July 2005 to May 2006. He became the administrative deputy general manager of Xiwang Foodstuffs Company Limited( 西王食品股份有限公司)(a company listed on the Main Board of the Shenzhen Stock Exchange under stock code 000639 in February 2010 and is effectively held as to 52.08% by the Xiwang Group) ('Xiwang Foodstuffs') from May 2006 to December 2006. He was appointed as the procuring deputy general manager of the Xiwang Foodstuffs from December 2006 to October 2008, the executive deputy general manager of Shandong Xiwang Biotechnology Company Limited( 山東西王生化科技有限 公司)('Xiwang Biotechnology') from October 2008 to August 2009, the production deputy general manager of Shandong Xiwang Sugar Company Limited( 山東西王糖業有限公司) from August 2009 to December 2009, the executive deputy general manager of the Xiwang Group First Industrial Park( 西王集團第一工業園)from December 2009 to November 2010, the factory manager of the Fourth Starch Plant of Xiwang Biotechnology( 山東西王生化 科技有限公司澱粉四廠)from May 2011 to August 2012, and the general manager of the Zouping County Xiwang Power Co. Ltd( 鄒平縣西王動力有限公司)from August 2012 to May 2015. Since June 2015, he has been the general manager of Shangdong Xiwang Property Company Limited( 山東西王置業有限公司)('Shangdong Xiwang Property'), a wholly- owned subsidiary of the Company.

Mr. WANG Wei Min


Mr. WANG Wei Min, aged 45, joined the Group in September 1992 and has more than 22 years of experience in engineering management. He graduated from the professional course in microcomputer of the Zouping County Professional College( 鄒平縣成人中等專業學校) of Shandong Province in July 1992 and worked in the Zouping Xiwang Oil Cotton Factory

(鄒平西王油棉廠)from September 1989 to September 1992. He joined the Shandong

Xiwang Property Company Limited( 山東西王置業有限公司) as the department head of the engineering department from September 1992 to October 2001 and became the general manager of Xiwang Real Estate Development Company Limited( 西王房地產開發有限公 司), a subsidiary of Shangdong Xiwang Property from October 2001 to February 2008. Since February 2008, he has been the deputy general manager of Shangdong Xiwang Property.


Mr. YAO Yong Jun


Mr. YAO Yong Jun, aged 39, possesses more than five years of legal experience. He graduated from the professional law course of the Shandong Normal University( 山東師範大學) in December 2006. From January 2010 till present, he works as a lawyer at the Shandong Liangzou Law Firm( 山東梁鄒律師事務所). He became a member of the Law Society of Shandong Province in June 2011.


Each of the New Directors has entered into a service contract with the Company for a term of three years commencing from 26 October 2015 subject to, among other things, the requirements in the Bye-laws of the Company and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the 'Listing Rules'). Pursuant to the Bye-laws of the Company, each of the New Directors will hold office until the first general meeting of the Company after his appointment and will be eligible for re-election at such meeting. Each of the New Directors is also subject to retirement and re-election at least once every three years in accordance with the Corporate Governance Code (Appendix 14) of the Listing Rules and the Bye-laws of the Company. Mr. WANG Jin Tao and Mr. WANG Wei Min will not receive any director's fee or salary but may receive discretionary bonus or other form of remuneration as determined by the Board with reference to their performance, the remuneration policy of the Company and the prevailing market conditions. Mr. YAO Yong Jun will be entitled to an annual director fees of RMB50,000.

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