Joy Spreader Group Inc. — Board/Management Information 2025

Nov 28, 2025

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.

Joy Spreader Group Inc.

樂享集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 6988)

(1) RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR;

(2) CHANGE OF COMPOSITION OF BOARD COMMITTEE;

(3) NON-COMPLIANCE WITH RULES 3.10(1), 3.10(2)

AND 3.21 OF THE LISTING RULES; AND

(4) CHANGE IN REGISTERED OFFICE

The Board announces that:

1. Mr. Tang Wei has tendered his resignation as an independent non-executive Director and the chairman of the Audit Committee with effect from November 28, 2025; and
2. the address of the registered office of the Company has been changed to Vistra (Cayman) Limited, P.O. Box 31119 Grand Pavilion, Hibiscus Way, 802 West Bay Road, Grand Cayman, KY1-1205, Cayman Islands.

RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The board (the "Board") of directors (the "Directors", and each a "Director") of Joy Spreader Group Inc. (the "Company", and together with its subsidiaries, the "Group") announces that, with effect from November 28, 2025, Mr. Tang Wei ("Mr. Tang") has tendered his resignation as an independent non-executive Director and the chairman of the audit committee (the "Audit Committee") of the Board due to his other business pursuits and commitments.

Mr. Tang confirmed that he did not have any disagreement with the Board and there is no other matter in relation to his resignation that needs to be brought to the attention of the shareholders of the Company and The Stock Exchange of Hong Kong Limited.

The Board would like to express its sincere gratitude to Mr. Tang for his contribution to the Company during his tenure of office.

CHANGE OF COMPOSITION OF BOARD COMMITTEE

Following the resignation of Mr. Tang with effect from November 28, 2025, the Audit Committee consists of two members, namely Mr. Wang Hongpeng, a non-executive Director, and Mr. Huang Boyang, an independent non-executive Director.

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NON-COMPLIANCE WITH RULES 3.10(1), 3.10(2) AND 3.21 OF THE LISTING RULES

Rules 3.10(1) and 3.10(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") require that the board of directors of a listed issuer must include at least three independent non-executive directors, and at least one of the independent non-executive directors must have appropriate professional qualifications or accounting or related financial management expertise. Rule 3.21 of the Listing Rules stipulates that an audit committee must comprise a minimum of three members, at least one of whom is an independent non-executive director with appropriate professional qualifications or accounting or related financial management expertise as required under Rule 3.10(2) of the Listing Rules.

Following the resignation of Mr. Tang with effect from November 28, 2025, the Company will have only two independent non-executive Directors and the Audit Committee will comprise only two members. The Board is in the course of identifying appropriate person(s) for appointment as an independent non-executive Director and the chairman of the Audit Committee pursuant to the Listing Rules.

The Company will ensure its compliance with the number and the composition of the independent non-executive Directors and the Audit Committee within the prescribed time period in Rules 3.11 and 3.23 of the Listing Rules, and compliance with Rules 3.10(1), 3.10(2) and 3.21 of the Listing Rules and the terms of reference of the Audit Committee, regarding the minimum number of independent non-executive directors, the minimum number of independent non-executive directors who have the appropriate professional qualifications or accounting or related financial management expertise and the composition requirements of the Audit Committee. The Company will make further announcement(s) as and when appropriate.

CHANGE IN REGISTERED OFFICE

The Board announces that the address of the registered office of the Company has been changed to Vistra (Cayman) Limited, P.O. Box 31119 Grand Pavilion, Hibiscus Way, 802 West Bay Road, Grand Cayman, KY1-1205, Cayman Islands.

By order of the Board
Joy Spreader Group Inc.
Zhu Zinan
Chairman

Beijing, the PRC
November 28, 2025

As at the date of this announcement, the Board comprises Mr. Zhu Zinan, Mr. Cheng Lin and Ms. Qin Jiaxin as executive Directors; Mr. Wang Hongpeng as non-executive Director; and Mr. Fang Hongwei and Mr. Huang Boyang as independent non-executive Directors.

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