Doumob — Regulatory Filings 2020

Jun 5, 2020

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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Doumob 豆盟科技有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 1917)

SUPPLEMENTAL ANNOUNCEMENT ADOPTION OF RESTRICTED SHARE AWARD SCHEME

Reference is made to the announcement (the “ Announcement ”) of Doumob (the “ Company ”) dated 7 May 2020 regarding the Company’s adoption of the restricted share award scheme (the “ Scheme ”). Unless the context otherwise requires, the terms used in this announcement shall have the same meanings as those defined in the Announcement.

The Company would like to provide additional information regarding the Scheme:

1. The Trustee would not become a connected person of the Company under Chapter 14A of the Listing Rules for the following reasons:

   • a. to the Company’s best knowledge and belief after making reasonable enquiries, the Trustee is a professional trustee engaged by the Company for the Scheme. The Trustee and its ultimate beneficial owner(s) are third parties independent of the Company;

   • b. even though the Scheme would enable the Trustee to hold up to 10% of the issued share capital of the Company upon trust for the benefit of Selected Participants before vesting of the Restricted Shares, the Trustee would not become a “substantial shareholder” of the Company (as defined in Chapter 1 of the Listing Rules) because the Trustee is not entitled to exercise or control the exercise of, 10% or more of the voting power at any general meeting of the Company. As disclosed on page 3 of the Announcement, the Trustee shall not exercise the voting rights in respect of any Shares held by it under the Deed; and

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• c. the Trustee is not an associate of connected person by virtue of Rule 14A.12(1)(b) of the Listing Rules. Rule 14A.12(1)(b) of the Listing Rules exempts trustee for trust which is an employees’ share scheme or occupational pension scheme established for a wide scope of participants and the connected persons’ aggregate interests in the scheme are less than 30%. On the basis that (i) the Scheme is an employees’ share scheme established for a wide scope of participants including directors and employees who are not connected person of the Company; and (ii) as the total number of Restricted Shares to be granted under the Scheme must not exceed 10% of the issued share capital of the Company as at the Adoption Date, the connected persons’ aggregate interests in the Scheme would be less than 30%, the Trustee is not an associate of connected person.

1. The Shares held by the Trustee will not be regarded as being “in public hands” when the Trustee becomes a close associate (within the meaning of Rule 1.01 of the Listing Rules) of the Directors by reason of holding Restricted Shares on trust for the Directors and therefore the Trustee will become a core connected person for the purpose of Rule 8.24 of the Listing Rules.

As of the date of this supplemental announcement, approximately 44.49% of the total issued Shares of the Company is held by the public. Assuming (i) the Scheme Limit would be fully utilized; (ii) all such granted Shares would be purchased from market; (iii) all the Shares granted under the Scheme would be held by the Trustee; and (iv) the Shares held by the Trustee would not be regarded as being “in public hands”, approximately 34.49% of the Shares in issue will be regarded as being “in public hands” which will meet the minimum public float requirement under Rule 8.08(1)(a) of the Listing Rules. Assuming (i) the Scheme Limit would be fully utilized; (ii) all such granted Shares would be newly issued; (iii) all the Shares granted under the Scheme would be held by the Trustee; and (iv) the Shares held by the Trustee would not be regarded as being “in public hands”, approximately 40.45% of the Shares in issue will be regarded as being “in public hands” which will still meet the minimum public float requirement under Rule 8.08(1)(a) of the Listing Rules.

The Company will take appropriate measures to ensure at least 25% of the Company’s total issued Shares are held by the public Shareholders from time to time.

1. Where grant of Shares would be made to connected persons of the Company by way of issue of new Shares, the Company will comply with the applicable requirements under Chapter 14A of the Listing Rules, including obtaining approval from independent shareholders of the Company, prior to making such grant.

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This supplemental announcement is supplemental to and should be read in conjunction with the Announcement. The above additional information does not affect other information and content set out in the Announcement. Save as disclosed herein, the contents of the Announcement remain unchanged and shall continue to be valid for all purposes.

By order of the Board Doumob YANG Bin

Chairman and Executive Director

Beijing, PRC, 5 June 2020

As at the date of this announcement, the executive directors of the Company are Mr. Yang Bin, Mr. Huang Kewang and Ms. Luo Yanhong; the non-executive director of the Company is Mr. Liu Ailun; and the independent non-executive directors of the Company are Mr. Chan Yiu Kwong, Mr. Liu Binghai and Mr. Wang Yingzhe.

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