Board of Directors

EXECUTIVE DIRECTORS

Mr.Ng Kin Wah

Mr. NG Kin Wah, aged 51, has been an executive Director of the Company since September 2000. Mr. Ng also serves as a director of various subsidiaries of the Company. Mr. Ng has over 20 years of experience in securities investment and is well-versed in corporate finance. Mr. Ng is a fellow member of the Hong Kong Institute of Directors Limited. With effect from 13 July 2009, Mr. Ng was appointed to be a director of Shinning Crown Holdings Inc. and Shine Group Limited, both of which are wholly owned by Mr. Wong Kwong Yu, a controlling shareholder of the Company.


Mr.ZOU Xiao Chun

Mr. ZOU Xiao Chun, aged 41, has been an executive Director of the Company and the Vice President of the Group since December 2010. Mr. Zou is mainly responsible for the Chinese legal and compliance matters and other dealspecific projects of the Group and is also a director of various subsidiaries of the Company. Mr. Zou graduated from the Department of Law of Nanchang University (formerly known as Jiangxi University) (南昌大學(原江西大學)法律專業專科) in June 1990 and was granted the Chinese Lawyers Qualification Certificate (中國 律師資格證書) in July 1991. Mr. Zou was also granted the Chinese Tax Advisers Qualification Certificate (中國稅務師資格證書) in September 1995 and the Pass Certificate for the National Notary Public Qualification Examination (國家公證 員資格考試合格證書) in December 1995. Furthermore, Mr. Zou was qualified as an industrial economist (工業經濟師) in October 1996. Mr. Zou has been a practising lawyer for almost 20 years and has practised in legal areas relating to capital markets in the People’s Republic of China for 10 years. In June 2006, Mr. Zou founded Beijing John & Law Firm (北京市中逸律師事務所) and has been acting as the founding partner and the managing partner since then. Mr. Zou has also been a member of the Professional Committee for Mergers, Acquisitions and Reorganizations of the Beijing Lawyers Association (北京律師協會併購與重組專 業委員會) since June 2005. Since 2001, Mr. Zou has been acting as the retainer legal adviser for Beijing Eagle Investment Co. Ltd (北京鵬潤投資有限公司) and Beijing Gome Electrical Appliance Co., Ltd (北京國美電器有限公司), both of which are owned or controlled by Mr. Wong Kwong Yu, a controlling shareholder of the Company. Between 2001 and 2009, Mr. Zou was also the retainer legal adviser of GOME Appliance Company Limited (國美電器有限公司), a subsidiary of the Company. Between December 2008 and March 2011, Mr. Zou was a director and vice chairman of Beijing Centergate Technologies (Holding) Co., Limited (北 京中關村科技發展(控股)股份有限公司) (a company listed on the Shenzhen Stock Exchange).


NON-EXECUTIVE DIRECTORS

Mr.Zhang Da Zhong

Mr. Zhang Da Zhong, aged 62, has been the Chairman and non-executive Director of the Company since 10 March 2011. Mr. Zhang was the founder of Beijing Dazhong Electrical Appliances Co. Ltd., one of the leading domestic appliances retail chains in mainland China. Mr. Zhang sold all of his interests in Beijing Dazhong Electrical Appliances Co., Ltd. in end 2007 and established Beijing Dazhong Investment Co. Ltd., a company that engages primarily in private equity investment in which he is currently the president. Mr. Zhang had been honored as “China’s Outstanding Private Entrepreneur” (中國優秀民營企 業家) and “Outstanding Builder of Chinese Featured Socialism” (優秀中國特色 社會主義事業建設者), and was a member of the 8th Chinese People’s Political Consultative Conference of Beijing and a member of the standing committee for both the 9th and 10th Chinese People’s Political Consultative Conference of Beijing. Mr. Zhang is currently the deputy chairman of the Beijing Federation of Industry and Commerce (北京市工商聯) and a member of the standing committee of the 13th Beijing People’s Congress.


Mr.Zhu Jia

Mr. ZHU Jia, aged 48, has been a non-executive Director of the Company since August 2009 and was re-appointed as non-executive Director of the Company by the Board of the Company on 11 May 2010 right after he was not re-elected as non-executive Director of the Company on the same date at the annual general meeting of the Company. Mr. Zhu is a Juris Doctorate degree holder from Cornell Law School and is currently a managing director of Bain Capital Asia, LLC. Mr. Zhu has solid and extensive experience in a broad range of cross border mergers and acquisitions as well as internal financing transactions involving Chinese companies. Before joining Bain Capital Asia, LLC in 2006, he was a managing director of the investment banking division of and the chief executive officer of the China business of Morgan Stanley Asia Limited. He is also a nonexecutive director of Sinomedia Holding Limited, a company listed on Hong Kong Stock Exchange. Mr. Zhu has been appointed a non-executive director of Sunac China Holdings Limited (a company listed on Hong Kong Stock Exchange) since September 2009 and Greatview Aseptic Packaging Company Limited (a company listed on Hong Kong Stock Exchange) since July 2010, and an independent director of Youku.com Inc. (a company listed on New York Stock Exchange) since November 2007.


Mr.Ian Andrew Reynolds

Mr. Ian Andrew REYNOLDS, aged 38, has been a non-executive Director of the Company since August 2009 and was re-appointed as non-executive Director of the Company by the Board of the Company on 11 May 2010 right after he was not re-elected as non-executive Director of the Company on the same date at the annual general meeting of the Company. Mr. Reynolds is currently a managing director of Bain Capital Asia, LLC. During his 14 years in the private equity industry, Mr. Reynolds has worked with companies in a variety of industries in the United States, Europe and Asia. Prior to Bain Capital Asia, LLC, Mr. Reynolds was a consultant at Bain & Company, where he worked extensively in the technology and consumer products industries. Mr. Reynolds obtained a Master Degree in Business Administration from Harvard Business School where he was a Baker Scholar and graduated cum laude with a Bachelor Degree in Arts from Yale College.


Ms.Wang Li Hong

Ms. WANG Li Hong, aged 43, has been a non-executive Director of the Company since August 2009 and was re-appointed as non-executive Director of the Company by the Board of the Company on 11 May 2010 right after she was not re-elected as non-executive Director of the Company on the same date at the annual general meeting of the Company.. Ms. Wang is currently a managing director of Bain Capital Asia, LLC. Ms. Wang has more than 20 years of experience in the banking and finance industry in the United States and Asia. Before joining Bain Capital Asia, LLC in July 2006, Ms. Wang was an executive director at Morgan Stanley from April 2005 to July 2006, worked at J.P. Morgan Securities Asia Pacific Limited from October 2001 to March 2005 and Credit Suisse First Boston (U.S.) from September 1999 to September 2001. Ms. Wang obtained a Master Degree in Business Administration from Columbia Business School and was a graduate from Fudan University.


INDEPENDENT NON-EXECUTIVE DIRECTORS

Mr.Sze Tsai Ping, Michael

Mr. SZE Tsai Ping, Michael, aged 65, has been an independent non-executive Director of the Company since 31 October 2002. Mr. Sze has over 30 years of experience in the financial and securities field. He graduated with a Master of Laws (LLM) degree at the University of Hong Kong. He is currently a member of the Securities and Futures Appeals Tribunal in Hong Kong. Mr. Sze was a former Council Member, member of the Main Board Listing Committee, member of the Disciplinary Appeals Committee of the Hong Kong Stock Exchange and member of the Cash Market Consultative Panel of Hong Kong Exchange and Clearing Limited in Hong Kong. Mr. Sze has been a non-executive director of Burwill Holdings Limited since June 2000 and an independent non-executive director of Greentown China Holdings Limited since June 2006, Harbour Centre Development Limited and Walker Group Holdings Limited since May 2007, all of which are listed on the Hong Kong Stock Exchange. Mr. Sze resigned, on 23 January 2008 and 3 November 2009 respectively, as an independent nonexecutive director of T S Telecom Technologies Limited and C Y Foundation Group Limited, both of which are listed on the Hong Kong Stock Exchange. He is a fellow of the Institute of Chartered Accountants in England and Wales, the Hong Kong Institute of Certified Public Accountants and the Association of Chartered Certified Accountants and also a fellow of the Hong Kong Institute of Directors Limited.


Mr.Chan Yuk Sang

Mr. CHAN Yuk Sang, aged 65, has been an independent non-executive Director of the Company since 20 May 2004. Mr. Chan has more than 30 years of experience in the banking and finance industry. Mr. Chan was the chairman of Century Legend (Holdings) Limited from September 1999 to July 2002 and a director of Hong Kong Building & Loan Agency Ltd. from 1993 to 1995, both being companies listed on Hong Kong Stock Exchange. Mr. Chan was a senior general manager of a local bank and an executive director of a joint Chinese foreign bank in Shenzhen. Mr. Chan is currently an independent non-executive director of Four Seas Mercantile Holdings Limited, a company listed on Hong Kong Stock Exchange and has been appointed as an independent non-executive director of Imagi International Holdings Limited (a company listed on Hong Kong Stock Exchange) since 11 May 2010.


Mr.Thomas Joseph Manning

Mr. Thomas Joseph MANNING, aged 55, has been an independent non-executive Director of the Company since 22 May 2007. Since April 2010, Mr. Manning has been the chief executive officer of Cerberus Asia Operations & Advisory Limited, which is owned by Cerberus Capital Management, a global private equity firm. Formerly, he was the chief executive officer of Indachin Limited, a business design firm focused on custom-building information service companies in India and China. He is also the founder of China Board Directors Limited, a company comprising influential senior executives providing board leadership to companies in China. Earlier in his career, Mr. Manning held leadership positions with McKinsey & Company, CSC Index and Buddy Systems, Inc., a technology venture. He had previously served as a director of Bain & Company and the chief executive officer of Ernst & Young Consulting Asia, the chief executive officer of Capgemini Asia and the global managing director of Strategy & Technology Consulting Business of Cap Gemini Ernst & Young. Mr. Manning has worked with numerous retailers across the United States of America, Europe and Japan on operational, strategic and franchising issues. Mr. Manning is an independent director of AsiaInfo, Inc., a company based in Beijing and listed on The Nasdaq Stock Market, Inc. Since December 2010, he has also been appointed as an independent director of iSoftStone, Inc., a company listed on New York Stock Exchange. Formerly, he was an independent non-executive director of Bank of Communications Co., Ltd., a company listed on Hong Kong Stock Exchange until retirement in August 2010 after six years and two terms of service. He is also a board member of several private companies in China and India.


Mr.Lee Kong Wai Conway

Mr. Lee Kong Wai Conway, aged 56, has been an independent non-executive Director of the Company since 10 March 2011. Mr. Lee received a bachelor’s degree in arts from the Kingston University (formerly known as the Kingston Polytechnic) in London in July 1980 and further obtained his postgraduate diploma in business from the Curtin University of Technology in Australia in February 1988. Mr. Lee served as a partner of Ernst & Young for 29 years until 2009 and had held key leadership positions in the development of such firm in China. Mr. Lee is a member of the Institute of Chartered Accountants in England and Wales, the Institute of Chartered Accountants in Australia, the Association of Chartered Certified Accountants, the Hong Kong Institute of Certified Public Accountants and the Macau Society of Registered Accountants. Mr. Lee currently also serves as an independent non-executive director of China Taiping Insurance Holdings Company Limited, Chaowei Power Holdings Limited, West China Cement Limited and China Modern Dairy Holdings Limited, companies listed on the main board of the Hong Kong Stock Exchange, since October 2009, June 2010, July 2010 and October 2010, respectively, and Sino Vanadium Inc., a company listed on the TSX Venture Exchange in Canada since October 2009. Mr. Lee has been appointed as a member of the Chinese People’s Political Consultative Conference of Hunan Province in China since 2007.


Mr.NG Wai Hung

Mr. NG Wai Hung, aged 47, is a practising solicitor and a partner in Iu, Lai & Li, a Hong Kong firm of solicitors and notaries. Mr. Ng has extensive experience in the areas of securities law, corporate law and commercial law in Hong Kong and China trades and has been involved in initial public offerings of securities in Hong Kong as well as corporate restructuring, mergers and acquisitions and takeovers of listed companies in Hong Kong. Mr. Ng is an independent non-executive director of HyComm Wireless Limited (Stock Code: 499) from January 2008, Tomorrow International Holdings Limited (Stock Code: 760) from March 2000, Fortune Sun (China) Holdings Limited (Stock Code: 352) from June 2006 and Tech Pro Technology Development Limited (Stock Code: 3823) from April 2011, all being companies listed on the Stock Exchange. Mr. Ng was also an independent non- executive director of Yun Sky Chemical (International) Holdings Limited (currently known as King Stone Energy Group Limited) (Stock Code: 663) from September 2008 to February 2010 and KTP Holdings Limited (Stock Code: 645) from November 1999 to February 2011, both being companies listed on the Stock Exchange.