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Persistence Gold Group Ltd Board/Management Information 2024

May 28, 2024

50623_rns_2024-05-28_7b96971d-cfec-4630-b8e0-1c10be39eb9d.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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PERSISTENCE RESOURCES GROUP LTD 集海資源集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2489)

PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR

PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The board (the “ Board ”) of directors (the “ Directors ”) of the Company is pleased to announce that, based on the recommendation of the nomination committee of the Company and the deliberation by the Board, the Board proposed to appoint Mr. Chen Li Bei (“ Mr. Chen ”) as a non-executive Director of the Company.

The biographical details of Mr. Chen are set out as follows:

Mr. Chen Li Bei, aged 58, was born in 1966 with Chinese nationality. Mr. Chen graduated from Nankai University with a bachelor’s degree in Economics in 1989 and obtained a Master of Business Administration (MBA) degree from China Europe International Business School (CEIBS) in 2010. Mr. Chen served as the vice chairman and vice president of Shenzhen Coship Electronics Co., Ltd. (深圳市同洲電子股份有限公司) from 2004 to 2010. From 2010 to present, Mr. Chen has been a chairman and general manager for Shenzhen Cosun Investment Management Ltd. (深圳市同晟創業投資管理有限公司). During the period from 8 December 2015 to December 2021, Mr. Chen served as an independent director of Shenzhen Increase Technology Co., Ltd. (深圳市英可瑞科技股份有限公司) (stock code: 300713.SHE). From October 2023 to present, Mr. Chen has also been an independent director of Shenzhen Pace Electronics Co., Ltd. (深圳市沛城電子科技股份有限公司).

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Save as disclosed above, Mr. Chen has confirmed that (i) he has not held any position in the Company or any other members of the Company; (ii) he has not held any directorship in other listed companies in the past three years; (iii) he has no relationship with any Directors, senior management, substantial or controlling shareholders of the Company; and (iv) there are no public sanctions made against him by statutory or regulatory authorities.

As at the date of this announcement, Mr. Chen’s spouse was interested in 18,180,000 ordinary shares of the Company. Mr. Chen is therefore deemed to be interested in the interests of his spouse within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the “ SFO ”). Save as disclosed above, Mr. Chen does not hold any interest in the Shares of the Company within the meaning of Part XV of the SFO.

Mr. Chen was a director/supervisor/senior management of the following companies at the time or within 12 months from the time of their respective dissolution. The relevant details are as follows:

Place of
incorporation/ Principal business Date of Means of Reasons for
Company name establishment Position before dissolution dissolution dissolution dissolution
Shenzhen Fanzhou PRC Director Computer software 28 October Voluntary Members’
Technology Limited and hardware, 2019 dissolution voluntary
Company* (深圳市泛洲科 network winding up
技有限公司) technology
development
Shenzhen Biaozhun Market PRC Supervisor Market research 29 January Voluntary Members’
Research Limited & analysis, 2018 dissolution voluntary
Company* (深圳市標準 media analysis winding up
市場研究有限公司) & research,
information
consultancy
Shenzhen Xinshengquan PRC General Materials supply 8 February Being revoked Cessation of
Trading Limited manager and marketing 2002 business
Company* (深圳市鑫盛泉 business
貿易有限公司)
Shenzhen Tongsheng PRC Appointed Equity investments 25 May Voluntary Members’
Jinquan Investment representative 2023 dissolution voluntary
Partnership (Limited of executive winding up
Partnership)* (深圳市 partner
同晟金泉投資合夥企業
(有限合夥))

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Mr. Chen confirmed that the above companies were solvent immediately prior to their respective dissolution. Mr. Chen further confirmed that there was no wrongful act or omission on his part leading to the dissolution of the above companies and that no misconduct or misfeasance on his part had been involved in the dissolution of the above companies. Mr. Chen confirmed that he is not aware of any actual or potential claim that has been or will be made against him as a result of the dissolution of the above companies.

Save as disclosed in this announcement, the Company considers that there is no information which shall be disclosed nor is/was Mr. Chen involved in any of the matters required to be disclosed pursuant to any of the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Rules Governing the Listing of Securities of The Stock Exchange of Hong Kong Limited and there is no other matter that needs to be brought to the attention of the Shareholders.

The appointment of Mr. Chen as a non-executive Director is subject to the passing of the resolution in relation to the proposed appointment of Mr. Chen as a non-executive Director of the Company by the shareholders of the Company (the “ Shareholders ”) at the general meeting of the Company. Mr. Chen’s term of office shall commence from the date of his appointment being approved at the general meeting.

Upon the approval of his appointment, Mr. Chen will enter into an engagement letter with the Company for a fixed term of three years and shall continue thereafter unless and until it is terminated by the Company or Mr. Chen giving to the other not less than three months’ prior notice in writing. He is subject to retirement by rotation and re-election at the annual general meeting of the Company in accordance with the articles of association of the Company. Pursuant to the said engagement letter, Mr. Chen is entitled to annual emoluments of HK$240,000. Such emoluments have been determined by reference to his qualifications, experience and responsibilities in the Company and the prevailing market conditions and is subject to an annual review. Mr. Chen does not have any previous service contracts entered into with the Company in relation to his appointment as a non-executive Director of the Company.

GENERAL MEETING

A general meeting will be convened to seek the Shareholders’ approval for, among other things, the appointment of Mr. Chen as a non-executive Director of the Company.

A circular containing, among other things, (i) the proposed appointment of Mr. Chen as a nonexecutive Director of the Company; (ii) biographical details and other relevant information of Mr. Chen; and (iii) a notice of the general meeting, will be despatched to the Shareholders as soon as practicable.

By order of the Board

Persistence Resources Group Ltd Shao Xuxin

Chairman, Chief Executive Officer and Executive Director

Hong Kong, 28 May 2024

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As at the date of this announcement, the Board comprises Dr. Shao Xuxin, Mr. Mackie James Thomas, Mr. Lo Cheuk Kwong Raymond and Mr. Chen Shaohui as executive Directors; and Dr. Malaihollo Jeffrey Francis A, Mr. Chan Ngai Fan, Dr. Zeng Ming and Ms. Liu Li as independent non-executive Directors.

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