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Mabpharm Limited Board/Management Information 2020

Oct 28, 2020

50428_rns_2020-10-28_c89f20ad-2674-4a66-8d0e-5746e7dbaaf6.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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Mabpharm Limited 邁博葯業有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2181)

ANNOUNCEMENT OF

(1) CHANGE OF DIRECTOR (2) CHANGE OF CHIEF EXECUTIVE OFFICER

AND

(3) CHANGE IN COMPOSITION OF BOARD COMMITTEES

The Board hereby announces that:

  • (1) Dr. Qian Weizhu has resigned as an executive director, the chief executive officer and a member of the Nomination Committee of the Company, and will be redesignated as a consultant of the Company;

  • (2) Dr. Wang Hao has been appointed as the chief executive officer of the Company; and

  • (3) Mr. Tao Jing has been appointed as an executive director and a member of the Nomination Committee of the Company,

with effect from October 28, 2020.

– 1 –

RESIGNATION OF EXECUTIVE DIRECTOR, CHIEF EXECUTIVE OFFICER AND MEMBER OF THE NOMINATION COMMITTEE

The board (the “ Board ”) of directors (the “ Directors ”, each a “ Director ”) of Mabpharm Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) hereby announces that Dr. Qian Weizhu (“ Dr. Qian ”) has resigned from the position of executive director, chief executive officer and member of the nomination committee (the “ Nomination Committee ”) of the Company due to work arrangements, with effect from October 28, 2020. Upon resignation, Dr. Qian will be redesignated as a consultant of the Company with effect immediately.

Dr. Qian has confirmed that (i) she has no claim against the Company in respect of her resignation; (ii) she has no disagreement with the Board; and (iii) there is no matter in relation to her resignation that needs to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”).

APPOINTMENT OF CHIEF EXECUTIVE OFFICER, EXECUTIVE DIRECTOR AND MEMBER OF THE NOMINATION COMMITTEE

The Board further announces that (i) Dr. Wang Hao (“ Dr. Wang ”) has been appointed as the chief executive officer of the Company; and (ii) Mr. Tao Jing (“ Mr. Tao ”) has been appointed as an executive director and a member of the Nomination Committee of the Company, with effect from October 28, 2020.

BIOGRAPHICAL DETAILS AND OTHER INFORMATION OF DR. WANG HAO AND MR. TAO JING

The biographical details and other information of Dr. Wang Hao are set out below:

Dr. Wang Hao ( 王皓 ) , aged 52, is the chief scientist of our Company and was appointed as an executive director on July 20, 2018, and is primarily responsible for overseeing R&D activities and construction of R&D facilities of our Group. Dr. Wang joined our Group and served as a deputy general manager of Taizhou Mabtech Biotechnology Limited ( 泰州邁博太科生物技術有限公司 ) and Taizhou Mabtech Pharmaceutical Limited ( 泰州邁博太科藥業有限公司 ) since January 2017 and resigned on March 2017. Dr. Wang was appointed as a director of Shanghai Shengheng Biotechnology Limited ( 上海晟珩 生物技術有限公司 ) and Taizhou Mabtech Pharmaceutical Limited ( 泰州邁博太科藥業有限公司 ), the chairman and general manager of Taizhou Mabtech Biotechnology Limited ( 泰州邁博太科生物技 術有限公司 ) in August 2018.

Dr. Wang has over 20 years of experience in the medical and pharmaceutical technology industry, which in the Directors’ view, enables him to competently discharge his duties in our Group. From 1998 to 2016, Dr. Wang served as an assistant researcher, associate researcher and researcher at the Cancer Institute of the People’s Liberation Army Navy Medical University (中國人民解放軍海軍軍醫大學腫瘤研究所). Dr. Wang also served as a member of the Second Immuno-Oncology Committee of Shanghai Immunology Association ( 上海市免疫學會第二屆腫瘤免疫專業委員會 ) since June 2015. Dr. Wang also worked as a deputy general manager of Shanghai Zhangjiang Biotechnology Co., Ltd. ( 上海張江生物技術有 限公司 ) from March 2017 to May 2018 and was a manager of Jiangsu Maitai Shouchuang Biotechnology Co., Ltd. ( 江蘇邁太首創生物技術有限公司 ) from September 2017 to June 2018.

– 2 –

Dr. Wang obtained a bachelor degree in medicine in July 1991 and a master degree in medicine in July 1994 from the Second Military Medical University ( 第二軍醫大學 ) (currently known as the People’s Liberation Army Navy Medical University ( 中國人民解放軍海軍軍醫大學 )). Following which, he received a Ph.D. in medicine in June 1997 from the same institution.

Dr. Wang was awarded twice with the National Award for Science and Technology Progress ( 國家技術 發明獎) in December 2011 and December 2007, respectively, the Shanghai Oriental Scholar Professorship in June 2008 ( 上海高校特聘教授(東方學者)), and the Shanghai Award for Science and Technology Progress ( 上海市科學技術進步獎 ) in December 2003.

As of the date of this announcement, Dr. Wang held 24,827,006 underlying Shares in the options granted by the Company under the Pre-IPO Share Option Scheme, representing approximately 0.60% of the current issued ordinary share capital of the Company.

Dr. Wang has entered into a service agreement with the Company with an initial term of three years commencing on the Listing Date (i.e. May 31, 2019), which may be continued subject to terms and conditions to be agreed by the parties. During the tenure, the appointment may be terminated by either party serving the other notice in writing not less than three months in advance. Dr. Wang is subject to rotation and re-election at the annual general meetings of the Company in accordance with the articles of association of the Company.

According to the service agreement, Dr. Wang is entitled to an annual salary of RMB860,000 (including the remuneration of other positions in the Group held by Dr. Wang), which are determined by the remuneration committee of the Company and approved by the Board with reference to his position, level of responsibilities, the remuneration policy of the Company as well as prevailing market conditions.

Save as disclosed above:

  • (i) Dr. Wang has not held any directorship in the last three years in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas;

  • (ii) as at the date of this announcement, Dr. Wang does not have or is not deemed to have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong);

  • (iii) Dr. Wang (i) does not hold any other position with the Company or its subsidiaries; and (ii) does not have any relationship with any other Directors, senior management, substantial shareholders, or controlling shareholders (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”); and

  • (iv) as at the date of this announcement, there is no other information in relation to Dr. Wang that is required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules and there are no other matters that need to be brought to the attention of the shareholders of the Company and the Stock Exchange.

– 3 –

The biographical details and other information of Mr. Tao Jing are set out below:

Mr. Tao Jing ( 陶靜 ) , aged 47, joined Taizhou Mabtech Pharmaceutical Limited ( 泰州邁博太科藥 業有限公司 ) in February 2015 as its deputy general manager and served as the vice president of the Company and the general manager of Taizhou Mabtech Pharmaceutical Limited ( 泰州邁博太科藥業 有限公司 ) since August 2018. He is primarily responsible for overseeing production of drugs of the Group. Prior to joining our Group, Mr. Tao was employed by Shanghai CP Guojian Pharmaceutical Co., Ltd. ( 上海中信國健藥業股份有限公司 ) (currently known as Sunshine Guojian Pharmaceutical (Shanghai) Co., Ltd. ( 三生國健藥業(上海)股份有限公司 )) as a deputy manager and manager in pronucleus department and an operation manager and deputy chief engineer from May 2002 to May 2012. Mr. Tao served as a deputy chief engineer at Shanghai National Engineering Research Center of Antibody Medicine Co., Ltd. ( 上海抗體藥物國家工程研究中心有限公司 ) from June 2012 to July 2012. Mr. Tao served as a director of research and development department at Shanghai Sinomab Biotechnology Co., Ltd. ( 上海邁泰君奧生物技術有限公司 ) and Shanghai Zhangjiang Biotechnology Co., Ltd. ( 上海張江生物技術有限公司 ) respectively from August 2012 to March 2015, primarily responsible for pharmaceutical research and development. Mr. Tao received a bachelor degree in Biochemistry from Anhui University ( 安徽大學 ) in July 1994. He also obtained an advanced certificate in biochemistry from Shanghai Municipal Human Resources and Social Security Bureau ( 上海市人力資源和社會保障 局 ) in November 2013.

Save as disclosed above:

  • (i) Mr. Tao has not held any directorship in the last three years in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas;

  • (ii) as at the date of this announcement, Mr. Tao does not have or is not deemed to have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong);

  • (iii) Mr. Tao (i) does not hold any other position with the Company or its subsidiaries; and (ii) does not have any relationship with any other Directors, senior management, substantial shareholders, or controlling shareholders (as defined in the Listing Rules); and

  • (iv) as at the date of this announcement, there is no other information in relation to Mr. Tao that is required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules and there are no other matters that need to be brought to the attention of the shareholders of the Company and the Stock Exchange.

Mr. Tao will enter into a service agreement with the Company with an initial term of three years commencing on October 28, 2020, which may be continued subject to terms and conditions to be agreed by the parties. During the tenure, the appointment may be terminated by either party serving the other notice in writing not less than three months in advance. Mr. Tao is subject to rotation and re-election at the annual general meetings of the Company in accordance with the articles of association of the Company. Accordingly, Mr. Tao will only hold office until the first general meeting of the Company after his appointment and shall then be eligible for re-election at that general meeting, and thereafter subject to retirement by rotation at least once every three years at the annual general meeting of the Company in accordance with the Articles.

– 4 –

According to the service agreement, Mr. Tao is entitled to an annual salary of RMB545,000 (including the remuneration of other positions in the Group held by Mr. Tao), which is determined by the remuneration committee of the Company and approved by the Board with reference to his position, level of responsibilities, the remuneration policy of the Company as well as prevailing market conditions.

The Board wishes to express its appreciation to Dr. Qian for her valuable contributions to the Company during her tenure of office as chief executive officer, executive Director and member of the Nomination Committee of the Company. The Board would also like to take this opportunity to extend its warm welcome to Dr. Wang’s new role as the chief executive officer of the Company and Mr. Tao’s new role as an executive Director and a member of the Nomination Committee of the Company.

By Order of the Board Mabpharm Limited Jiao Shuge Chairman

Hong Kong, October 28, 2020

As at the date of this announcement, the Board of Directors of the Company comprises Dr. Wang Hao, Mr. Tao Jing, Mr. Li Yunfeng and Dr. Li Jing as executive Directors; Mr. Guo Jianjun and Mr. Jiao Shuge as non-executive Directors; and Mr. Guo Liangzhong, Dr. Zhang Yanyun and Dr. Liu Linqing as independent non-executive Directors.

– 5 –