eprint Group Limited — Remuneration Information 2016

Nov 29, 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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eprint GROUP LIMITED eprint 集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1884)

SUPPLEMENTAL ANNOUNCEMENT

Reference is made to the annual report of eprint Group Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) for the year ended 31 March 2016 and the announcement (the “ Announcement ”) of the Company dated 10 September 2016 in relation to, among others, the appointment of Mr. Mok Chun Wa (“ Mr. Mok ”) as the company secretary and an authorised representative of the Company.

BASIS OF DETERMINATION OF REMUNERATION OF THE DIRECTORS OF THE COMPANY

Remuneration of the Relevant Non-executive Directors

The board of directors of the Company (the “ Board ”) wishes to announce that in consideration of the benchmark information, macroeconomic factors and the competitive environment, the remuneration committee of the Board (“ Remuneration Committee ”) recommended that the remuneration level for each of Mr. Chong Cheuk Ki, Mr. Lam Shing Kai, Mr. Leung Wai Ming and Mr. Leung Yat Pang (the “ Relevant Non-executive Directors ”) should remain unchanged for the year ending 31 March 2017. No additional remuneration has been paid by the Group to the Relevant Non-executive Directors for their positions at Promise Network.

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The Board, when determining the remuneration level of the Relevant Non-executive Directors, took into account their relevant experience and contributions to the Group’s management and operation. Mr. Chong Cheuk Ki (“ Mr. Chong ”) has approximately 10 years of experience in corporate management and has been serving as a director of Promise Network Printing Limited (“ Promise Network ”), the major operating subsidiary of the Company, since 2005. Mr. Chong has facilitated in the development and implementation of the plans for the Company’s system setup and upgrade, in particular, for the pre-press management due to his engineering background. Mr. Lam Shing Kai (“ Mr. Lam ”) has approximately 20 years of experience in the printing industry and has been serving as a director, sales manager and technician of Promise Network since March 2012. Mr. Lam Shing Kai was responsible for the Company’s sales and marketing and introduced potential business partners and customers to the Company. Mr. Leung Yat Pang has approximately 20 years of experience in printing industry and has been serving as a director and marketing executive of Promise Network since March 2012. Mr. Leung Yat Pang has facilitated in the development and implementation of the plans for the repair and replacement of the Company’s existing printing machinery. Mr. Leung Wai Ming has approximately 10 years of experience in the marketing field and has been serving as a director of Promise Network since March 2012. Mr. Leung Wai Ming was responsible for formulating the Company’s marketing plans and investment plans.

In relation to Promise Network, each of the Relevant Non-executive Directors have attended directors’ meetings for review and approval of the banking facilities, attended periodic meetings with major bankers and attended printing equipment exhibitions in order to identify market trends and to evaluate the business development and performance of Promise Network compared with competitors from around the world.

Based on the above, the Board considers that the emoluments of the Relevant Non-executive Directors are fair and reasonable and not excessive.

Remuneration of Mr. She

The Board also wishes to announce that in consideration of the benchmark information, macroeconomic factors and the competitive environment, the Remuneration Committee recommended that the salary of and the director’s fee paid to Mr. She Siu Kee William (“ Mr. She ”) in the amount of HK$215,000 per month and HK$50,000 per month respectively should remain unchanged for the year ending 31 March 2017.

The amount of remuneration of Mr. She for the year ended 31 March 2014 was approximately HK$2 million, which was relatively lower in part due to no discretionary bonus being paid to Mr. She for such financial year as a result of the listing of the Company on the Stock Exchange of Hong Kong Limited. Further, there was a one-time adjustment of the salary of and director’s fee paid to Mr. She in November 2013 (being the month immediately prior to the date of Listing) from HK$100,000 and nil per month to HK$215,000 and HK$50,000 per month respectively. Since November 2013, the salary of and the director’s fee paid to Mr. She has remained the same.

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The amount of remuneration of Mr. She decreased from approximately HK$4.7 million for the year ended 31 March 2015 to HK$4.2 million for the year ended 31 March 2016, which was mainly attributable to the decrease in discretionary bonus from HK$1,430,000 to HK$923,000 respectively. The discretionary bonus of Mr. She for the two years ended 31 March 2016 was calculated based on approximately 5% of the net profit after tax and before bonus to Mr. She of Promise Network.

The Board, when determining the remuneration level of Mr. She, also took into account his contributions to the performance of the Group. Mr. She has contributed to the sales and investment of the Group by dealing with the major customer of the Group, designing and evaluating the marketing plan and strategy with the senior management of the Group and exploring any new business opportunities. Mr. She has also contributed to the cost control of the Group by evaluating existing technology and promoting new technology for improving the customer service, production process and administration procedure of the Group.

Based on the above, the Board considers that the emoluments of Mr. She is fair and reasonable and not excessive.

BASIS OF DETERMINATION OF REMUNERATION OF CEO OF E-BANNER LIMITED

As set out in the annual report of the Company for the year ended 31 March 2015, Ms. Cheng Kin Mei (“ Ms. Cheng ”) was not a director of the Company nor a senior management of the Group. The remuneration committee of the Board is not required to approve the emoluments of Ms. Cheng. Further, e-banner Limited only became the Company’s indirect non-wholly owned subsidiary on 1 April 2015 and no increment was made to Ms. Cheng’s emoluments during the financial year ended 31 March 2016.

The Board, when determining the remuneration level of Ms. Cheng, took into account her contributions to e-banner Limited. Ms. Cheng had been responsible for the business setup with experience team members, machine selection and system implication, enlarging the customer base and developing the marketing plan and strategy for the business.

Based on the above, the Board considers that the emolument of Ms. Cheng is fair and reasonable and not excessive.

OTHERS

As disclosed in the Announcement, Mr. Mok was appointed as the company secretary and an authorised representative of the Company with effect from 30 September 2016, having joined the Group as the internal auditor and CEO assistant of the Group in 2012. Following the above appointments, Mr. Mok has ceased to be the internal auditor and CEO assistance with effect from 30 September 2016.

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The Board wishes to clarify that there are differences with regard to the roles of an internal auditor and CEO assistant of the Group. An internal auditor of the Group is a position within the Group responsible for reviewing and updating Group policies, periodic checking for policy implementation including labor safety and IT security, collecting opinions relating to the policies from each department and keeping the senior management up-to-date on compliance and regulatory requirements. The major duties of the position of CEO assistant are to review investment plans of the Group and meet with potential investor or business partner, to coordinate the operating procedure with each department and to review and evaluate the operating policy for existing and newly setup business of the Group.

The Board considers that there may be a self-review threat if the internal auditor is auditing areas, which he was responsible for in his other role. However, based on the scope of internal auditor and CEO assistant above, Mr. Mok as the Group’s former internal auditor did not review areas, which he was responsible for, and hence, it was not considered to be a self-review threat. Based on the above, the former roles of internal auditor and CEO assistant taken up by Mr. Mok would not be in breach of the Code of Ethics issued by Hong Kong Institute of Certified Public Accountants.

By Order of the Board eprint Group Limited She Siu Kee William Chairman

Hong Kong, 29 November 2016

As at the date of this announcement, the executive Director is Mr. She Siu Kee William and Mr. Lam Shing Kai; the non-executive Directors are Mr. Leung Wai Ming, Mr. Chong Cheuk Ki and Mr. Deng Xiaen; and the independent non-executive Directors are Mr. Poon Chun Wai, Mr. Chi Man Shing Stephen and Ms. Luk Mei Yan.

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