Vtech : Appointment of Independent Non-executive Director

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VTech Holdings Limited

(Incorporated in Bermuda with limited liability)

(Stock Code: 303)

Appointment of Independent Non-executive Director

The Board of Directors (the "Board") of VTech Holdings Limited (the "Company") announces that Professor KO Ping Keung ("Professor KO") has been appointed as an Independent Non-executive Director, and a member of the Audit Committee, the Nomination Committee and the Remuneration Committee of the Company with effect from 30 January 2018.

Particulars of Professor KO are set out below:

Professor KO, JP, aged 66, holds a Bachelor of Science (Honours) degree from The University of Hong Kong, a Doctor of Philosophy degree and a Master of Science degree from the University of California at Berkeley. He is an Emeritus Professor of Electronic & Computer Engineering and the former Dean of the School of Engineering of The Hong Kong University of Science and Technology. He was the Vice Chairman of Electrical Engineering and Computer Science Department of the University of California at Berkeley from 1991 to 1993 and a member of Technical staff, Bell Labs, Holmdel from 1982 to 1984.

Professor KO is currently an independent non-executive director of Henderson Investment Limited, Henderson Land Development Company Limited and Q Technology (Group) Company Limited, the shares of which are listed on The Stock Exchange of Hong Kong Limited (the "Stock Exchange"). Save as disclosed above, Professor KO did not hold any other directorships in the last three years in public companies the securities of which are listed on any securities market in Hong Kong or overseas.

Save as disclosed above, Professor KO does not hold other directorships of the Company and its subsidiaries. He does not have any relationship with any directors, senior management or substantial or controlling shareholders of the Company, nor does he have any interests in the shares of the Company which are required to be disclosed pursuant to Part XV of the Securities and Futures Ordinance.

There is no service contract entered into between Professor KO and the Company. Professor KO has been appointed for a term of three years and is subject to retirement by rotation and re-election at the annual general meeting of the Company in accordance with the Bye-laws of the Company. Professor KO will be entitled to receive a director's fee of US$30,000 per annum as an Independent Non-executive Director and an additional fee of US$3,000, US$2,000 and US$2,000 per annum as a member of the Audit Committee, the Nomination Committee and the Remuneration Committee respectively, pro rata to his length of service during the year, as approved from time to time by the shareholders of the Company at the annual general meeting of the Company. The amount of his director's fee has been determined by the Board with reference to his scope of responsibilities.

Save as disclosed above, there is no other matter relating to the appointment of Professor KO that needs to be brought to the attention of the shareholders of the Company and there is no information which is required to be disclosed pursuant to Rule 13.51(2)(h) to 13.51(2)(v) of The Rules Governing the Listing of Securities on the Stock Exchange.

By Order of the Board VTech Holdings Limited Allan WONG Chi Yun

Chairman

Hong Kong, 30 January 2018

As at the date of this announcement, the Executive Directors of the Company are Dr. Allan WONG Chi Yun (Chairman and Group Chief Executive Officer), Dr. PANG King Fai and Mr. Andy LEUNG Hon Kwong. The Independent Non-executive Directors of the Company are Dr. William FUNG Kwok Lun, Professor KO Ping Keung, Dr. Patrick WANG Shui Chung and Mr. WONG Kai Man.

www.vtech.com/en/investors