Boyaa Interactive International Limited — Board/Management Information 2016

Jul 14, 2016

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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Boyaa Interactive International Limited 博雅互動國際有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 0434)

(1) RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR; (2) APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND MEMBER OF THE AUDIT COMMITTEE, THE NOMINATION COMMITTEE AND THE REMUNERATION COMMITTEE

The board (the “ Board ”) of directors (the “ Directors ”) of Boyaa Interactive International Limited (the “ Company ”) hereby announces that with effect from 14 July 2016:

• (1) Mr. Gao Shaofei has resigned as an independent non-executive Director and ceased to be a member of each of the Audit Committee, the Nomination Committee and the Remuneration Committee of the Company; and

• (2) Mr. You Caizhen 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.

RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The Board announces that, with effect from 14 July 2016, Mr. Gao Shaofei (“ Mr. Gao ”) resigned from his office of independent non-executive Director due to his personal business engagement. Upon his resignation as an independent non-executive Director, Mr. Gao would cease to be a member of the Audit Committee, the Nomination Committee and the Remuneration Committee of the Company.

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Mr. Gao confirmed that there is no disagreement with the Board and there is no matter relating to his resignation that needs to be brought to the attention of The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and the shareholders of the Company.

The Board would like to take this opportunity to express its appreciation for the contribution of Mr. Gao to the Company during his term of service.

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND MEMBER OF THE AUDIT COMMITTEE, THE NOMINATION COMMITTEE AND THE REMUNERATION COMMITTEE

The Board is pleased to announce that Mr. You Caizhen (“ Mr. You ”) has been appointed as an independent non-executive Director and a member of each of the Audit Committee, the Nomination Committee and the Remuneration Committee of the Company with effect from 14 July 2016.

Mr. You, aged 64, is currently the chairman of the board of directors and the general manager of Dalian Caiyang Fishery Products Co., Ltd* (大連彩洋水產有限公司), which is a company established by Mr. You in January 1993. Prior to establishing Dalian Caiyang Fishery Products Co., Ltd, Mr. You served as the deputy general manager of Dalianwan Aquaculture Company* (大連灣水產養殖公司) from January 1975 to December 1992. Mr. You has many years of experience in business management related work, and has extensive corporate governance experience relating to business sustainable development.

Mr. You did not hold any directorships in any public companies the securities of which are listed on any securities market in Hong Kong or overseas in the last three years, or any other major appointments and professional qualifications. As at the date of this announcement, Mr. You does not hold any other positions in the Company and its subsidiaries. Mr. You does not have any relationships with any Directors, senior management, substantial shareholders or controlling shareholders of the Company.

As at the date of this announcement, Mr. You is interested in 100,000 shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

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Pursuant to the letter of appointment entered into by the Company and Mr. You, Mr. You shall be an independent non-executive Director for a fixed term of three years commencing from 14 July 2016, subject to (1) retirement by rotation and re-election at an annual general meeting as provided for under the articles of association of the Company and at least once every three years, and (2) termination pursuant to the terms of the letter of appointment. Mr. You will be entitled to a director’s fee of HK$200,000 per annum (inclusive of his role as a member of each of the Audit Committee, the Nomination Committee and the Remuneration Committee of the Company).

Save as disclosed above, the Board is not aware of any other matters relating to the appointment of Mr. You as an independent non-executive Director that needs to be brought to the attention of the Stock Exchange and the shareholders of the Company. There is no other information that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) 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 warmest welcome to Mr. You for joining the Company.

• The English translations of Chinese names in this announcement, where indicated, are included for information purpose only, and should not be regarded as the official English translation of such Chinese names.

By Order of the Board Boyaa Interactive International Limited ZHANG Wei

Chairman and Executive Director

Hong Kong, 14 July 2016

As at the date of this announcement, the executive directors are Mr. ZHANG Wei and Mr. DAI Zhikang; the independent non-executive directors are Mr. CHEUNG Ngai Lam, Mr. CHOI Hon Keung Simon and Mr. YOU Caizhen.

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