Powerwin Tech Group Limited — Board/Management Information 2025

Jun 26, 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.

Powerwin Tech Group Limited
力盟科技集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2405)

CHANGE OF JOINT COMPANY SECRETARY, AUTHORISED REPRESENTATIVE AND PROCESS AGENT

The board (the "Board") of directors (the "Directors") of Powerwin Tech Group Limited (the "Company", together with its subsidiaries, collectively the "Group") hereby announces that Ms. Lam Wing Chi ("Ms. Lam") has tendered her resignation as (i) a joint company secretary (a "Joint Company Secretary"); (ii) an authorised representative (an "Authorised Representative") as required under Rule 3.05 of the Rules Governing the Listing of Securities (the "Listing Rules") on The Stock Exchange of Hong Kong Limited (the "Stock Exchange"); and (iii) the person authorised to accept service of process and notices on behalf of the Company in Hong Kong under Part 16 of the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) (the "Process Agent") due to adjustment of work arrangement, with effect from June 26, 2025.

The Board further announces that, following the resignation of Ms. Lam, Ms. Wong Pui Kiu Ingrid (黃沛翹) ("Ms. Wong") has been appointed as a Joint Company Secretary, an Authorised Representative and the Process Agent of the Company with effect from June 26, 2025.

Ms. Lam has confirmed that she has no disagreement with the Board and there is no matter relating to her resignation that needs to be brought to the attention of the Stock Exchange and/or the shareholders of the Company.

After the aforesaid changes, Ms. Yu Lu (余璐) ("Ms. Yu") will continue to serve as the other Joint Company Secretary.

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The biographical details of Ms. Yu are set out as follows:

Ms. Yu Lu (余璐), was appointed as an executive Director and the deputy chief operating officer of the Company on January 21, 2022. She is also a Joint Company Secretary. She joined the Group on January 1, 2016. She is mainly responsible for the internal management of the Group and assisting the chief executive officer in the overall strategic and direction planning of the Group. She is a member of the Remuneration Committee of the Company. Ms. Yu is the spouse of Mr. Li Xiang, the chairman of the Board, the chief executive officer of the Company and the executive Director.

Ms. Yu currently holds the following positions in the subsidiaries of the Company as set out below:

Name of Company	Position
Able Best Investment Group Limited	Director and deputy general manager
Beijing Dingli Information Technology Co., Ltd.*
(北京鼎勵信息技術有限公司)	Director and deputy general manager
Powerwin Media Group Co., Limited	Director and deputy general manager
Powerwin Media (Shenzhen) Co., Ltd.*
(力盟傳媒(深圳)有限公司)	Director and deputy general manager

Ms. Yu has over 15 years of sales and strategic planning experience. Prior to joining the Group, from March 2008 to June 2015, Ms. Yu last served as the channel account manager of Intel China Ltd.* (英特爾(中國)有限公司), a technology company specializing in chip-making. Mr. Yu is currently the director of Lucky Linkage International Holdings Limited, Common Excellence International Group Limited and Total Mice International Group Company Limited, all of which are the controlling shareholders of the Company.

Ms. Yu received a bachelor's degree in forestry from Shihezi University in the PRC in June 2003. Ms. Yu received a master's degree in business administration in finance from the Chinese University of Hong Kong in December 2011.

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The biographical details of Ms. Wong are set out as follows:

Ms. Wong Pui Kiu Ingrid (黃沛翹) is currently a senior manager of Company Secretarial Services of Tricor Services Limited, a global professional services provider specializing in integrated Business, Corporate and Investor Services. Ms. Wong has over 10 years' experience in the corporate secretarial and legal advisory services. Ms. Wong holds a Master of Science degree in Corporate Governance and Compliance from the Hong Kong Baptist University, a Bachelor of Laws degree from The University of Law in London, the United Kingdom, and a Bachelor of Business Administration degree in Global Business and Management of Organizations from The Hong Kong University of Science and Technology. Ms. Wong is a Chartered Secretary, a Chartered Governance Professional and an associate of both The Hong Kong Chartered Governance Institute (HKCGI) and The Chartered Governance Institute (CGI) in the United Kingdom.

Ms. Wong meets the qualification requirements for a company secretary under Rules 3.28 and 8.17 of the Listing Rules.

The Board wishes to take this opportunity to express its gratitude to Ms. Lam for her contribution during her tenure of offices and express its welcome to Ms. Wong on her appointment.

Waiver from Strict Compliance with Rules 3.28 and 8.17 of the Listing Rules

Reference is made to the appointment of Ms. Lam as one of the Joint Company Secretaries and the waiver granted to the Company by the Stock Exchange from strict compliance with Rules 3.28 and 8.17 of the Listing Rules (the "Waiver") in relation to the eligibility of Ms. Yu to act as the Joint Company Secretary for a period of three years from the date of listing of the Company (i.e. March 31, 2023) to March 30, 2026 (the "Waiver Period") on the conditions that (i) Ms. Yu will be assisted by Ms. Lam during the Waiver Period; and (ii) the Waiver could be revoked if there are material breaches of the Listing Rules by the Company.

In view of Ms. Lam's resignation and since Ms. Yu does not possess the qualifications of company secretary as required under Rule 3.28 of the Listing Rules, the Company has applied for, and the Stock Exchange has granted, a new waiver from strict compliance with Rules 3.28 and 8.17 of the Listing Rules (the "New Waiver") for a period from the date of said appointment of Ms. Wong to March 30, 2026 (the "Remaining Waiver Period") on the conditions that Ms. Yu will be assisted by Ms. Wong during the Remaining Waiver Period and the New Waiver will be revoked if there are material breaches of the Listing Rules by the Company. Ms. Wong, as a Joint Company Secretary who meets the requirements under Rule 3.28 of the Listing Rules, will work closely with, and provide assistance to, Ms. Yu in discharging her duties as a Joint Company Secretary and in gaining the relevant experience as required under Rule 3.28 of the Listing Rules.

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The Company shall notify the Stock Exchange before the expiry of the Remaining Waiver Period for the Stock Exchange to re-visit the situation. The Stock Exchange expects that before the expiry of the New Waiver Period, the Company must demonstrate and seek the Stock Exchange’s confirmation that Ms. Yu, having had the benefit of Ms. Wong’s assistance during the Remaining Waiver Period, has attained the relevant experience and is capable of discharging the functions of company secretary under Rule 3.28 of the Listing Rules such that a further waiver will not be necessary and the Company will disclose details of the New Waiver, including the reasons for, details and the conditions of the New Waiver, by way of announcement.

By order of the Board
Powerwin Tech Group Limited
Li Xiang
Chairman, Chief Executive Officer and Executive Director

Hong Kong, June 26, 2025

As of the date of this announcement, the Board comprises Mr. Li Xiang and Ms. Yu Lu as executive Directors; and Ms. Zhao Yan, Mr. Gong Peiyue and Mr. Li Kwok Tai James as independent non-executive Directors.

• For identification purpose only