Joy Spreader Group Inc. — Board/Management Information 2019

Mar 4, 2019

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) 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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AGTech Holdings Limited 亞博科技控股有限公司[*]

(incorporated in Bermuda with limited liability)

(Stock Code: 8279)

RESIGNATION AND APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The Board announces that with effect from 4 March 2019:

• (i) Mr. Zhang Qin has resigned as a non-executive Director; and

• (ii) Mr. Li Faguang has been appointed as a non-executive Director.

RESIGNATION OF NON-EXECUTIVE DIRECTOR

The board (the “ Board ”) of directors (the “ Director(s) ”) of AGTech Holdings Limited (the “ Company ”) announces that Mr. Zhang Qin (“ Mr. Zhang ”) has tendered his resignation as the non-executive Director with effect from 4 March 2019, due to his other business engagements which require more time and dedication.

Mr. Zhang has confirmed that he has no disagreement with the Board and that there are no matters that need to be brought to the attention of the shareholders of the Company (the “ Shareholders ”) or the Stock Exchange.

The Board would like to take this opportunity to express its sincere gratitude to Mr. Zhang for his valuable contributions during his terms of office with the Company.

APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The Board is pleased to announce that Mr. Li Faguang (“ Mr. Li ”) has been appointed as a non-executive Director with effect from 4 March 2019.

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Mr. Li

Mr. Li, aged 42, obtained a bachelor’s degree in Finance from Nankai University in the People’s Republic of China in June 1998 and a master’s degree in Finance and Management from Loughborough University in the United Kingdom in December 2005.

Mr. Li joined Alibaba Group (i.e. Alibaba Group Holding Limited and its subsidiaries) in February 2016 and is currently a senior financial controller of Alibaba Group Holding Limited. Mr. Li has extensive experience in financial management. Prior to joining Alibaba Group, Mr. Li worked at 奧的斯機電電梯有限公司(Otis Electric Elevator Co., Ltd.) (formerly known as 西子奧的斯電梯有限公司(Xizi Otis Elevator Co., Ltd.)) as director of financial analysis and a regional financial controller from May 2012 to February 2016. Prior to that, he worked at Dell (China) Company Limited for approximately seven years and his last position was a senior financial manager.

Save as disclosed above, as at the date of this announcement, Mr. Li (i) has not previously held and is not holding any other position with the Company or any of its subsidiaries; (ii) has not held any other directorships in any listed companies in the last three years or any other major appointments and professional qualifications; and (iii) does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company, nor any interests in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

Mr. Li has entered into a letter of appointment with the Company for a fixed term of one year commencing from 4 March 2019, unless terminated by the parties pursuant to the letter of appointment. Mr. Li will hold office until the next following general meeting of the Company after his appointment, where he shall retire in accordance with the bye-laws of the Company and also be eligible for re-election at that meeting. Thereafter, if re-elected by the Shareholders thereat, his appointment shall be subject to retirement by rotation and re-election at the Company’s general meetings pursuant to the bye-laws of the Company. Mr. Li’s appointment will also be subject to the applicable requirements of the Rules Governing the Listing of Securities on the GEM of the Stock Exchange (the “ GEM Listing Rules ”). Mr. Li is not entitled to receive any remuneration from the Company in respect of his position as a non-executive Director.

Save as disclosed above, there is no other matter in relation to the appointment of Mr. Li that needs to be brought to the attention of the Shareholders nor is there any information that is required to be disclosed pursuant to any of the requirements under Rule 17.50(2) of the GEM Listing Rules.

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The Board would like to extend its warm welcome to Mr. Li in joining the Board.

By order of the Board AGTech Holdings Limited Sun Ho Chairman & CEO

• For identification purpose only

The Hong Kong Special Administrative Region of the People’s Republic of China,

4 March 2019

As at the date of this announcement, the Board comprises (i) Mr. Sun Ho and Ms. Hu Taoye as executive Directors; (ii) Mr. Yang Guang, Mr. Li Faguang, Mr. Ji Gang and Mr. Zou Liang as non-executive Directors; and (iii) Ms. Monica Maria Nunes, Mr. Feng Qing and Dr. Gao Jack Qunyao as independent non-executive Directors.

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 operated by the Stock Exchange at www.hkgem.com for at least seven days from the day of its posting and will be published on the website of the Company at www. agtech.com.

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