NOIZ Group Ltd. — Board/Management Information 2019

Oct 14, 2019

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.

MERDEKA FINANCIAL SERVICES GROUP LIMITED （萬德金融服務集團有限公司[*] ）

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 8163)

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND MEMBER OF THE BOARD COMMITTEES

The Board is pleased to announce that Mr. Wong has been appointed as an independent non-executive Director and a member of each of the Audit Committee, the Nomination Committee and the Remuneration Committee with effect from 14 October 2019.

The board (the ‘‘Board’’) of directors (the ‘‘Directors’’) of Merdeka Financial Services Group Limited (the ‘‘Company’’, together with its subsidiaries, the ‘‘Group’’) is pleased to announce that Mr. Wong Wing Kit (‘‘Mr. Wong’’) has been appointed as an independent non-executive Director and a member of each of the audit committee of the Company (the ‘‘Audit Committee’’), the nomination committee of the Company (the ‘‘Nomination Committee’’) and the remuneration committee of the Company (the ‘‘Remuneration Committee’’) (together, the ‘‘Board Committees’’) with effect from 14 October 2019.

Mr. Wong, aged 49, holds a master of business administration degree from the City University of Hong Kong and a bachelor of arts in accountancy from The Hong Kong Polytechnic University. He is a fellow member of The Association of Chartered Certified Accountants and a member of the Hong Kong Institute of Certified Public Accountants. Mr. Wong held senior positions with various local and international institutions. Mr. Wong has over 27 years of experience in auditing, accounting management, financial reporting and analysis and financial system implementation.

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The terms and conditions relating to the appointment of Mr. Wong as an independent non-executive Director are set out in a letter of appointment between the Company and Mr. Wong. He shall hold office for an initial term of one year and is subject to retirement and re-election at the next general meeting of the Company after his appointment becomes effective, and, thereafter from year to year subject to retirement by rotation and re-election at annual general meetings in accordance with the articles of associations of the Company.

Mr. Wong will receive a director’s fee of HK$10,000 per month on a twelve-month basis, which is HK$120,000 per annum. The fee has been determined by reference to his duties and responsibilities with the Company and prevailing market conditions and on the same basis as that paid by the Company to other independent non-executive Directors.

Mr. Wong has confirmed that he meets the independence guideline as set out in rule 5.09 of the Rules Governing the Listing of Securities on the GEM of The Stock Exchange of Hong Kong Limited (the ‘‘GEM Listing Rules’’).

As at the date of this announcement, Mr. Wong does not have any interests in the shares or other securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Save as disclosed above, Mr. Wong does not hold, and has not held, any other positions within the Group and is not connected with any Directors, senior management, substantial or controlling shareholders of the Company.

Save as disclosed above, Mr. Wong did not hold any other directorship in any public company the securities of which are listed on any securities market in Hong Kong or overseas in the last three years. There is no information relating to Mr. Wong that is required to be disclosed pursuant to rules 17.50(2)(h) to (w) of the GEM Listing Rules nor are there other matters that need to be brought to the attention of shareholders of the Company in connection with his respective appointment.

The Board would like to express its warm welcome to Mr. Wong on his appointment.

By order of the Board

MERDEKA FINANCIAL SERVICES GROUP LIMITED Cheung Wai Yin, Wilson Chairman and Chief Executive Officer

Hong Kong, 14 October 2019

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As at the date of this announcement, Mr. Cheung Wai Yin, Wilson (Chairman and Chief Executive Officer) and Ms. Tsang Kwai Ping are executive Directors; Ms. Yeung Mo Sheung, Ann, Mr. Au-yeung Sei Kwok, Ms. Ng Ka Sim, Casina and Mr. Wong Wing Kit are 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 GEM website at http://www.hkgem.com on the ‘‘Latest Listed Company Information’’ page for at least seven days from the day of its publication and posting and will be published and remains on the website of the Company at http://www.merdeka.com.hk.

• For identification purpose only

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