Crypto Flow Technology Limited — Proxy Solicitation & Information Statement 2018

Sep 13, 2018

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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Loto Interactive Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8198)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Loto Interactive Limited (the “ Company ”) will be held at 50th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong on Monday, 8 October 2018 at 11:00 a.m. for the purposes of considering and, if thought fit, passing, with or without modification, the following resolution as ordinary resolution of the Company:

ORDINARY RESOLUTION

“ THAT:

• (a) the Cooperation Agreement (as defined in the circular to the shareholders of the Company dated 14 September 2018) be and is hereby approved;

• (b) the proposed annual caps in relation to the transactions contemplated under the Cooperation Agreement for the period from the Effective Date (as defined in the circular to the shareholders of the Company dated 14 September 2018) to 5 March 2021 be and are hereby approved;

• (c) any one director of the Company be and is hereby authorised to do all such acts or things, as he/she may in his/her absolute discretion consider necessary or desirable, to give effect to the Cooperation Agreement and the transactions contemplated thereunder.”

By order of the Board Loto Interactive Limited

Wang Bingzhong

Chief Executive Officer and Executive Director

Hong Kong, 14 September 2018

Registered office:

P.O. Box 31119 Grand Pavilion, Hibiscus Way 802 West Bay Road Grand Cayman, KY1-1205 Cayman Islands

Head office and principle place of business in Hong Kong: 50th Floor Bank of China Tower 1 Garden Road, Central Hong Kong

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Notes:

• (1) A shareholder entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a shareholder of the Company.

• (2) Where there are joint holders of any Share, any one of such joint holders may vote at the EGM, either personally or by proxy, in respect of such Shares as if he was solely entitled thereto, but if more than one of such joint holders be present at the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Share shall alone be entitled to vote in respect thereof.

• (3) The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be lodged with the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not less than 48 hours before the time appointed for holding the EGM (or any adjournment thereof).

• (4) For determining the entitlement to attend and vote at the EGM, the register of members of the Company will be closed from 3 October 2018 to 8 October 2018 (both days inclusive), during which period no share transfers will be registered. In order to be eligible to attend and vote at the EGM, all transfer forms accompanied by relevant share certificates must be lodged with the Company’ branch share registrar in Hong Kong, Computershare Hong Kong Investors Services Limited at Shop 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration no later than 4:30 p.m. on 2 October 2018.

• (5) Completion and return of the form of proxy will not preclude a shareholder from attending the EGM and voting in person at the EGM or any adjournment thereof is he so desire. If a shareholder attends the EGM after having deposited the form of proxy, his form of proxy will be deemed to have been revoked.

• (6) According to Rule 17.47 (4) of the Rules Governing the Listing of Securities on GEM, any voting of the shareholders of the Company at the general meeting will be taken by way of a poll and an announcement of the voting results will be made after the general meeting. Accordingly, the resolutions will be taken by way of a poll at the EGM.

• (7) The translation into Chinese language of this notice is for reference only. In case of any inconsistency, the English version shall prevail.

As at the date of this announcement, the Board of Directors comprises Mr. Pan Zhengming* (Chairman), Mr. Wang Bingzhong[#] (Chief Executive Officer), Ms. Huang Lilan[#] , Mr. Yuan Qiang*, Dr. Lu Haitian[+] , Mr. Yan Hao[+] and Mr. Lin Sen[+] .

Executive Director

• Non-executive Director

• • Independent Non-executive Director

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Company Announcements” page of the GEM website at www.hkgem.com for a minimum period of 7 days from the date of its publication and on the Company’s website at www.lotoie.com.

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