Document 6596187

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 Bermuda with limited liability)
(Stock Code: 506)
CHANGE OF NON-EXECUTIVE DIRECTOR AND
REMUNERATION COMMITTEE MEMBER
The board of directors (the “Board”) of China Foods Limited (the “Company”) announces that:
1) Mr. Wang Zhiying has been appointed as a non-executive director of the Company and a
member of remuneration committee of the Board (the “Remuneration Committee”) with
effect from 10 November 2014; and
2) Mr. Chi Jingtao has tendered his resignation as a non-executive director of the Company and
ceased to be a member of Remuneration Committee with effect from 10 November 2014.
APPOINTMENT
OF
NON-EXECUTIVE
REMUNERATION COMMITTEE
DIRECTOR
AND
MEMBER
OF
The Board announces that Mr. Wang Zhiying (“Mr. Wang”) has been appointed as a non-executive
director of the Company and a member of Remuneration Committee with effect from 10 November
2014.
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PARTICULARS OF MR. WANG ZHIYING
Mr. Wang, aged 44, is currently the head of human resources of COFCO Corporation (“COFCO”).
Mr. Wang joined COFCO group in September 2009 and was as a deputy general manager of the
Company, with responsibility for strategy management, food safety, production safety, and
innovation, research and development, from September 2009 to February 2011. Mr. Wang also
acted as an executive director and then a non-executive director of the Company during the period
from April 2010 to March 2011. Mr. Wang was a non-executive director of China Agri-Industries
Holdings Limited (“China Agri”, an associated corporation of the Company), a listed company in
Hong Kong, until 10 November, 2014. Prior to joining COFCO group, Mr. Wang worked in China
Agricultural University and a government department in the areas of training and education, human
resources development, project management and general management and involved in various
human resources development and talent development projects and in charge of the planning,
design and management of various education institutions. Mr. Wang has extensive experience in
organization development, talent development, strategy planning, project management and general
management.
Mr. Wang holds a Bachelor of Arts degree in Sociology from Peking University and an Executive
Master of Business Administration (EMBA) from China Europe International Business School.
Save as disclosed above, Mr. Wang does not have any other relationship with any directors, senior
management, or substantial shareholders or controlling shareholders of the Company, and has not
held any directorship in other listed companies in the last three years.
According to an appointment letter entered into between Mr. Wang and the Company, Mr. Wang is
appointed for a term of three years commencing from 11 November, 2014 and subject to
termination by giving three months’ prior written notice. Mr. Wang is not entitled to any
remuneration unless otherwise shall be determined by the Board based on the recommendation of
the Remuneration Committee with reference to the Company’s remuneration policy. Mr. Wang shall
hold office until the first general meeting of the Company after his appointment and shall then be
eligible for re-election at that meeting in accordance with the Bye-laws (the “Bye-laws”). Mr. Wang
is also subject to the provisions on retirement by rotation and re-election of directors in accordance
with the Bye-laws.
As at the date of this announcement, Mr. Wang has personal interests in 39,000 shares of China Agri
and in 583,000 underlying shares under the share options of China Agri within the meaning of Part
XV of the Securities and Futures Ordinance.
RESIGNATION
OF
NON-EXECUTIVE
REMUNERATION COMMITTEE
DIRECTOR
AND
MEMBER
OF
The Board of the Company also announces that Mr. Chi Jingtao (“Mr. Chi”) has tendered his
resignation as a non-executive director of the Company and ceased to be a member of
Remuneration Committee all with effect from 10 November 2014 due to his other business
engagement which requires more of his time and dedication.
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OTHER INFORMATION
Mr. Chi has confirmed that he has no disagreement with the Board.
Save as disclosed above, there is no other matter relating to the aforesaid resignation of Mr. Chi and
appointment of Mr. Wang that needs to be brought to the attention of the shareholders of the
Company, nor any other information which is required to be disclosed pursuant to any of the
requirements set out in Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock
Exchange of Hong Kong Limited.
The Board would like to take this opportunity to express its gratitude to Mr. Chi for his valuable
contributions to the Company during his tenure and express its warm welcome to Mr. Wang for
joining the Board.
By order of the Board
China Foods Limited
Yu Xubo
Chairman
Beijing, 10 November 2014
As at the date of this announcement, the Board comprises: Mr. Yu Xubo as the chairman of the
Board and a non-executive director; Mr. Jiang Guojin, Ms. Wu Wenting and Mr. Lu Xiaohui as
executive directors; Mr. Ning Gaoning, Ms. Liu Ding, Mr. Ma Jianping and Mr. Wang Zhiying as
non-executive directors; and Messrs. Stephen Edward Clark, Paul Kenneth Etchells, Li Hung Kwan,
Alfred and Yuen Tin Fan, Francis as independent non-executive directors.
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