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Hengxin Technology Ltd. Board/Management Information 2019

Jan 29, 2019

49674_rns_2019-01-29_78471383-6a00-4a75-8025-131bcbfa79a8.pdf

Board/Management Information

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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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HENGXIN TECHNOLOGY LTD. 亨鑫科技有限公司[*]

(carrying on business in Hong Kong as HX Singapore Ltd.)

(incorporated in Singapore with limited liability)

(Hong Kong Stock Code: 1085)

ANNOUNCEMENT CHANGE OF JOINT COMPANY SECRETARY, AUTHORISED REPRESENTATIVE AND PROCESS AGENT IN HONG KONG AND

CHANGE OF PRINCIPAL PLACE OF BUSINESS IN HONG KONG

C H A N G E O F J O I N T C O M P A N Y S E C R E T A R Y , A U T H O R I S E D REPRESENTATIVE AND PROCESS AGENT IN HONG KONG

Mr. Chan Ting has resigned as a joint company secretary, authorised representative (for the purpose of Rule 3.05 of the Listing Rules) and authorised representative and process agent of the Company (for the purpose of accepting service of process in Hong Kong under the Companies Ordinance) of the Company with effect from 29 January 2019. Following Mr. Chan’s resignation, Mr. Lai Yang Chau, Eugene has been appointed to substitute Mr. Chan in the above positions with effect from 29 January 2019.

CHANGE OF PRINCIPAL PLACE OF BUSINESS IN HONG KONG

The Company’s principal place of business in Hong Kong has been changed to Unit 708A, 7/F., Tower 1, Cheung Sha Wan Plaza, 833 Cheung Sha Wan Road, Lai Chi Kok, Kowloon, Hong Kong with effect from 29 January 2019.

* For identification purposes only

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R E S I G N A T I O N O F J O I N T C O M P A N Y S E C R E T A R Y , A U T H O R I S E D REPRESENTATIVE AND PROCESS AGENT IN HONG KONG

The board (the “ Board ”) of directors (the “ Directors ”) of Hengxin Technology Ltd. (the “ Company ”) announces that Mr. Chan Ting (“ Mr. Chan ”) has resigned as a joint company secretary, authorised representative (for the purpose of Rule 3.05 of the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”), and authorized representative and process agent (for the purpose of accepting service of process in Hong Kong under the Companies Ordinance (Cap.622 of the Laws of Hong Kong)) of the Company with effect from 29 January 2019.

Mr. Chan confirmed that he has no disagreement with the Company and there are no circumstances related to his resignation above which need to be brought to the attention of the Stock Exchange and the shareholders of the Company. Taking this opportunity, the Board would like to express its appreciation and gratitude to Mr. Chan for his contribution and services to the Company in the past.

APPOINTMENT OF NEW JOINT COMPANY SECRETARY, AUTHORISED REPRESENTATIVE AND PROCESS AGENT IN HONG KONG

Following Mr. Chan’s resignation, the Board is pleased to announce that Mr. Lai Yang Chau, Eugene (“ Mr. Lai ”) has been appointed as a new joint company secretary, authorised representative (for the purpose of Rule 3.05 of the Listing Rules) and authorised representative and process agent of the Company (for the purpose of accepting service of process in Hong Kong under the Companies Ordinance (Cap. 622 of the Laws of Hong Kong)) of the Company with effect from 29 January 2019.

Mr. Lai, aged 49, obtained his bachelor of laws degree from The University of Hong Kong in December 1992, a master of laws degree on Chinese laws from Renmin University of China (中國人民大學) in January 1998, and an EMBA Global Asia degree conferred jointly by Columbia Business School, London Business School and The University of Hong Kong in June 2012. He has also completed the Senior Executive Program for China, jointly organized by Harvard Business School, Tsinghua University and China Europe International Business School in December 2011. Mr. Lai has attained his alumnus status of Harvard Business School in July 2017. Mr. Lai is currently a practicing solicitor in Hong Kong. He has experience in international corporate finance, cross-border merger and acquisition, and securities laws in Hong Kong.

Mr. Lai is an independent non-executive director of Link Holdings Limited (stock code: 8237), a company listed on the GEM of the Stock Exchange. Mr. Lai is also acting as company secretary of Sinopec Kantons Holdings Limited (stock code: 934), Strong Petrochemical Holdings Limited (stock code: 852) and AB Builders Group Limited (stock code: 1615), all of which are companies listed on the Main Board of the Stock Exchange.

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WAIVER IN RESPECT OF RULE 8.17 AND RULE 3.28 OF THE LISTING RULES

Reference is made to the announcements of the Company dated 23 October 2018 and 26 October 2018 (the “ Announcements ”) related to the appointment of Ms. Wong Jing Ting, Renee (“ Ms. Wong ”) as a joint company secretary of the Company.

As Ms. Wong does not fulfil the qualification requirements under Rule 8.17 and Rule 3.28 of the Listing Rules, the Stock Exchange has granted a waiver to the Company (the “ Waiver ”) from strict compliance with the requirements under Rule 8.17 and Rule 3.28 of the Listing Rules for a period of three years commencing from 23 October 2018 on the conditions which were disclosed in the Announcements, including but not limited to the condition that should Mr. Chan, the other joint company secretary, cease to provide assistance to Ms. Wong before the expiration of such three-year period, the Waiver will be immediately revoked.

In view of Mr. Chan’s resignation and Mr. Lai’s appointment, the Company has applied to the Stock Exchange for, and the Stock Exchange has granted a new waiver (the “ New Waiver ”) from strict compliance with the requirements under Rule 8.17 and Rule 3.28 of the Listing Rules for the remaining period of the Waiver (the “ Remaining Period ”) on the following conditions:

  • (i) Ms. Wong will be assisted by Mr. Lai in discharging her duties as a joint company secretary of the Company during the Remaining Period;

  • (ii) Ms. Wong will use all best endeavours to take external training courses provided by The Law Society of Hong Kong or other professional bodies in order to acquire and understand the updated requirements and development of the Listing Rules;

  • (iii) during the Remaining Period, the Company and Mr. Lai will commit to equipping Ms. Wong with the relevant experience within the meaning of Rule 3.28 of the Listing Rules with their best endeavours;

  • (iv) the Company will notify the Stock Exchange at the end of the Remaining Period for the Stock Exchange to re-visit the situation. The Stock Exchange expects that after the end of the Remaining Period, the Company will be able to demonstrate that Ms. Wong can satisfy Rules 3.28 and 8.17 of the Listing Rules, having had the benefit of Mr. Lai’s assistance such that a further waiver will not be necessary;

  • (v) the Company will disclose the details of the New Waiver, including its reasons and conditions, by way of an announcement; and

  • (vi) the New Waiver will be revoked immediately if and when Mr. Lai ceases to provide assistance to Ms. Wong. And the Stock Exchange may withdraw or change the New Waiver if the Company’s situation changes.

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Mr. Lai is currently a practicing solicitor in Hong Kong and a member of the Law Society of Hong Kong. He is ordinarily resident in Hong Kong. Mr. Lai therefore meets the requirements under Rule 8.17 and Rule 3.28 of the Listing Rules in respect of a company secretary.

The Board would like to extend its warmest welcome to Mr. Lai for his new appointment.

CHANGE OF PRINCIPAL PLACE OF BUSINESS IN HONG KONG

The Board also announces that the Company’s principal place of business in Hong Kong has been changed to Unit 708A, 7/F., Tower 1, Cheung Sha Wan Plaza, 833 Cheung Sha Wan Road, Lai Chi Kok, Kowloon, Hong Kong with effect from 29 January 2019.

By Order of the Board Hengxin Technology Ltd. Cui Wei Chairman

Hong Kong, 29 January 2019

As at the date of this announcement, the executive Directors of the Company are Mr. Du Xiping and Mr. Xu Guoqiang; the non-executive Directors of the Company are Mr. Cui Wei and Ms. Zhang Zhong; and the independent non-executive Directors of the Company are Mr. Tam Chi Kwan Michael, Dr. Li Jun and Mr. Pu Hong.

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