HC Group Inc. — Board/Management Information 2019

May 14, 2019

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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HC GROUP INC. 慧聰集團有限公司 (incorporated in the Cayman Islands with limited liability) (Stock Code: 02280)

APPOINTMENT AND RESIGNATION OF NON-EXECUTIVE DIRECTOR AND CHANGE OF MEMBER OF THE REMUNERATION COMMITTEE

The board (the “ Board ”) of directors (the “ Director(s) ”) of HC Group Inc. (the “ Company ”, together with its subsidiaries, the “ Group ”) is pleased to announce that: (i) Mr. Sun Yang has been appointed as the non-executive Director and a member of the remuneration committee; and (ii) Mr. Wong Chi Keung has tendered a notice of resignation as the non-executive Director and will cease to be a member of the remuneration committee, both with effect from 27 May 2019.

APPOINTMENT OF NON-EXECUTIVE DIRECTOR

Mr. Sun Yang (孫洋) (“ Mr. Sun ”), aged 48, is currently the vice president of Digital China Holdings Limited (神州數碼控股有限公司) (a company listed on the main board of The Stock Exchange of Hong Kong Limited with stock code: 00861.HK) (“ Digital China Holdings ”), the president of Smart Financial Services Group* (智慧金融服務集團), a business group of Digital China Holdings and the general manager of Digital China Software Limited (神州數碼 軟件有限公司).

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Mr. Sun worked for Bank of China Limited (中國銀行) from July 1995 to November 1999. After that, he had been the assistant general manager and the deputy general manager of the information technology department of China Orient Asset Management Co., Ltd. (中國東方 資產管理股份有限公司, formerly known as 中國東方資產管理公司) from November 1999 to April 2013, the deputy general manager for Orient Bangtong Rongtong Holding Co., Ltd. (東方邦信融通控股股份有限公司, formerly known as Bangxin Huirong Holdings Co., Ltd. (邦信惠融投資控股股份有限公司)) from April 2013 to July 2017, the chairman of the board of directors of Dongfang Bangxin Financial Technology (Shanghai) Co., Ltd. (東方邦信金 融科技(上海)有限公司) from March 2014 to July 2017, the deputy general manager for the Dongfang Jincheng International Trust Valuation Limited* (東方金誠國際信用評估有限公司) from June 2017 to November 2017.

Mr. Sun graduated with bachelor of engineering in applied computing from Harbin University of Science and Technology (哈爾濱理工大學) in July 1995 and with a master degree in engineering from Beijing University of Posts and Telecommunications (北京郵電大學) in January 2010.

Mr. Sun has over 22 years of extensive experience in state-owned commercial banks and financial asset management companies specifically in information technology management, asset management, industrial finance, internet finance, industry credit system construction, investment management and industrial fund operations.

Mr. Sun has been appointed as a non-executive Director for a term of one year commencing from 27 May 2019. No remuneration shall be paid to him for his service as a non-executive Director of the Company, and no other welfare or bonus shall be paid to him.

Save as disclosed herein, Mr. Sun did not hold any other directorship in the last three years in other public company the securities of which are listed on any securities market in Hong Kong or overseas and does not have any relationship with any other directors, senior management or substantial or controlling shareholders of the Company and does not hold any position of the Company and other companies within the Group.

As at the date of this announcement, Mr. Sun does not have any interest in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Save as disclosed in this announcement, Mr. Sun confirmed that there is no other information which requires to be disclosed pursuant to Rule 13.51(2) of the Listing Rules nor is there any other matter regarding his appointment that need to be brought to the attention of the shareholders of the Company (“ Shareholders ”).

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RESIGNATION OF NON-EXECUTIVE DIRECTOR

Mr. Wong Chi Keung has tendered a notice of resignation as a non-executive Director and has confirmed to the Board that he has no disagreement with the Board and there are no other matters in relation to his resignation that need to be brought to the attention of the Shareholders.

The Board would like to extend its sincere gratitude and appreciation to Mr. Wong Chi Keung for his valuable contribution towards the Company during their tenure as the non-executive Director of the Company.

CHANGE OF MEMBER OF THE REMUNERATION COMMITTEE

Following the resignation of Mr. Wong Chi Keung as a non-executive Director, with effect from 27 May 2019, Mr. Wong Chi Keung will cease to be a member of the remuneration committee of the Company (the “ Remuneration Committee ”) and the Board announces that Mr. Sun will be appointed as a member of the Remuneration Committee.

By order of the Board HC Group Inc. Liu Jun Chairman

Hong Kong, 14 May 2019

As at the date of this announcement, the Board comprises:

• Mr. Liu Jun (Executive Director and Chairman)

• Mr. Zhang Yonghong (Executive Director and Chief Executive Officer)

• Mr. Liu Xiaodong (Executive Director and President)

• Mr. Guo Fansheng (Non-executive Director)

• Mr. Li Jianguang (Non-executive Director)

• Mr. Wong Chi Keung (Non-executive Director)

• Mr. Zhang Ke (Independent non-executive Director)

• Mr. Zhang Tim Tianwei (Independent non-executive Director)

• Ms. Qi Yan (Independent non-executive Director)

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