Joy Spreader Group Inc. — Board/Management Information 2021

Dec 20, 2021

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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AGTech Holdings Limited 亞博科技控股有限公司[*]

(incorporated in Bermuda with limited liability)

(Stock Code: 8279)

CHANGE OF NON-EXECUTIVE DIRECTORS

The Board announces that with effect from December 20, 2021:

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

• (ii) Mr. Liu Zheng 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 ”, together with its subsidiaries, the “ Group ”) announces that with effect from December 20, 2021, Mr. Li Faguang (“ Mr. Li ”) has resigned as a non-executive Director to focus on his engagements in other businesses of Alibaba Group (i.e. Alibaba Group Holding Limited and its subsidiaries).

Mr. Li has confirmed that he has no disagreement with the Board and that there are no matters relating to his resignation that need to be brought to the attention of the shareholders of the Company (the “ Shareholders ”) or The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”/“ SEHK ”).

The Board would like to take this opportunity to express its sincere gratitude to Mr. Li for his valuable contributions during his tenure of directorship with the Company.

• For identification purpose only

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APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The Board is pleased to announce that Mr. Liu Zheng (“ Mr. Liu ”) has been appointed as a non-executive Director with effect from December 20, 2021.

Mr. Liu Zheng

Mr. Liu, aged 43, has been the chief financial officer of Cainiao Network since February 2016. Mr. Liu served as the Senior Finance Director with Alibaba Group and was responsible for the financial operations of Tmall, Taobao and Alibaba.com from June 2010 to February 2016. Prior to joining Alibaba Group, he held senior positions in corporate finance management in Vimicro, Sky Flying Media and Hurray Holding from January 2005 to May 2010 and worked at PricewaterhouseCoopers’ audit division from July 2001 to December 2004. Mr. Liu has been a director of ZTO Express (Cayman) Inc. (New York Stock Exchange: ZTO; SEHK: 2057) since March 2021 and a non-executive director of Alibaba Pictures Group Limited (SEHK: 1060) since October 2021.

Mr. Liu received his bachelor’s degree in Business English from Beijing Foreign Studies University in July 2001. Mr. Liu is a member of the American Institute of Certified Public Accountants (AICPA) and a Certified Internal Auditor (CIA).

Save as disclosed above, as at the date of this announcement, Mr. Liu (i) has not previously held and is not holding any other position with the Group; (ii) has not held any other directorships in any public companies, the securities of which are listed on any securities market in Hong Kong or overseas in the last three years, or any other major appointments and professional qualifications; (iii) does not have any relationship with any Directors, senior management, substantial shareholders or controlling shareholders of the Company; and (iv) does not have any interests in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

Mr. Liu has entered into a letter of appointment with the Company for a fixed term of one year commencing from December 20, 2021, which is renewable automatically for a further one-year period upon expiry of each term, subject to retirement by rotation and re-election at general meeting of the Company and pursuant to the bye-laws of the Company. Under the letter of appointment, the Company shall not be liable to pay compensation for the termination of Mr. Liu’s appointment under all circumstances. Mr. Liu will not receive any fees from the Company for his position as non-executive Director.

Save as disclosed above, there is no other matter in relation to the appointment of Mr. Liu 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 Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (the “ GEM Listing Rules ”).

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

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

Hong Kong, December 20, 2021

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. Liu Zheng, 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 Listed Company Information” 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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