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AInnovation Technology Group Co., Ltd Board/Management Information 2022

Sep 30, 2022

50382_rns_2022-09-30_471778e7-9c97-497b-a094-6f6066b20750.pdf

Board/Management Information

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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.

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QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD 青島創新奇智科技集團股份有限公司*

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2121)

CHANGE OF JOINT COMPANY SECRETARY AND PROCESS AGENT AND

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

CHANGE OF JOINT COMPANY SECRETARY AND PROCESS AGENT

The board of directors (the “ Board ”) of Qingdao AInnovation Technology Group Co., Ltd (the “ Company ”) announces that due to personal work arrangements, Ms. Lam Nim Chi (“ Ms. Lam ”) has tendered her resignation as the joint company secretary of the Company (“ Joint Company Secretary ”) under Rules 3.28 and 8.17 of the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and an authorized representative of the Company under Part 16 of the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) for the acceptance of service of process and notices on behalf of the Company in Hong Kong (the “ Process Agent ”) with effect from 30 September 2022. Mr. Xiao Lei (“ Mr. Xiao ”) will remain as the other Joint Company Secretary.

Ms. Lam has confirmed that she has no disagreement with the Board and there is no any matter in respect of her resignation as a Joint Company Secretary and Process Agent which needs to be brought to the attention of the Stock Exchange and/or the shareholders of the Company. The Board would like to take this opportunity to express its gratitude to Ms. Lam for her contributions to the Company during her tenure of office.

The Board is pleased to announce that it has resolved to appoint Ms. Kwan Sau In (“ Ms. Kwan ”) as the Joint Company Secretary and the Process Agent in place of Ms. Lam with effect from 30 September 2022.

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The respective biographical details of Ms. Kwan and Mr. Xiao are as follows:

Ms. Kwan is a manager of corporate services of Tricor Services Limited. She has over 8 years of experience in corporate secretarial and compliance matters for Hong Kong listed companies as well as multinational, private and offshore companies. Ms. Kwan is an associate member of each of The Hong Kong Chartered Governance Institute and The Chartered Governance Institute in the United Kingdom and obtained a bachelor’s degree of business administration in corporate administration.

Mr. Xiao has served as the director of investment and finance since January 2020, the Secretary of the Board since May 2021 and a Joint Company Secretary since June 2021. Mr. Xiao served as a legal consultant of COFCO Land Management Co, Ltd. (中糧置地管理有限公司) from July 2012 to April 2014; and holding several positions including the Deputy General Manager and General Manager of the legal department, the Secretary to the board, the General Manager of the investment banking department, and the Deputy General Manager of Shoutai Jinxin (Beijing) Equity Investment Fund Management Co., Ltd. (首泰金信 (北京) 股權投資基金管理股份有限公司) from May 2014 to January 2020.

Mr. Xiao obtained his bachelor’s degree in law from China University of Political Science and Law (中國政法大學) in Beijing, the PRC in June 2009, and his master’s degree in civil and commercial law from China University of Political Science and Law in June 2012.

Save as disclosed above, the Board is not aware of any other matters in relation to the appointment of Ms. Kwan that need to be brought to the attention of the shareholders of the Company or any information that need to be disclosed pursuant to the requirements of the Listing Rules.

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

Pursuant to Rule 8.17 of the Listing Rules, a listed issuer must appoint a company secretary who satisfies the requirements under Rule 3.28 of the Listing Rules. Rule 3.28 of the Listing Rules stipulates that a listed issuer must appoint as its company secretary an individual who, by virtue of his/her academic or professional qualifications or relevant experience, is, in the opinion of the Stock Exchange, capable of discharging the functions of company secretary.

The waiver from strict compliance with Rules 3.28 and 8.17 of the Listing Rules granted by the Stock Exchange to the Company on 13 January 2022 has been revoked subsequent to Ms. Lam’s resignation. As such, the Company has applied to the Stock Exchange for, and the Stock Exchange has granted the Company on 20 September 2022, a waiver (the “ Waiver ”) from strict compliance with the requirements under Rules 3.28 and 8.17 of the Listing Rules from the date of appointment of Ms. Kwan as the Joint Company Secretary (i.e. 30 September 2022) to 26 January 2025 (the “ New Waiver Period ”), on the conditions that:

  • (i) Mr. Xiao, the other existing Joint Company Secretary, will be assisted by Ms. Kwan during the New Waiver Period; and

  • (ii) the Waiver will be revoked if there are material breaches of the Listing Rules by the Company.

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The Company shall notify the Stock Exchange at the end of the New Waiver Period for the Stock Exchange to re-visit the situation. The Stock Exchange expects that after the end of the New Waiver Period, the Company will be able to demonstrate that Mr. Xiao satisfies Rule 3.28 of the Listing Rules, having had the benefit of Ms. Kwan’s assistance such that a further waiver will not be necessary.

The Waiver applies to this case only and will be revoked immediately if and when Ms. Kwan ceases to provide assistance to Mr. Xiao as the Joint Company Secretary. The Stock Exchange may withdraw or change the Waiver if the Company’s situation changes.

The Board would like to take this opportunity to express a warm welcome to Ms. Kwan for taking up the appointment.

By Order of the Board QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD 青島創新奇智科技集團股份有限公司 Xu Hui

Executive Director and Chief Executive Officer

Hong Kong, 30 September 2022

As at the date of this announcement, the Board of the Company comprises Mr. Xu Hui as executive director, Dr. Kai-Fu Lee, Mr. Wang Hua and Mr. Wang Jinqiao as non-executive directors, Mr. Xie Deren, Ms. Ko Wing Yan Samantha and Ms. Jin Keyu as independent non-executive directors.

  • For identification purposes only

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