Qiniu Limited — Board/Management Information 2025

Jan 17, 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.

E&P Global Holdings Limited

能源及能量環球控股有限公司
(incorporated in the Cayman Islands with limited liability)
(Stock code: 1142)

(1) APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR;

(2) CHANGES IN COMPOSITION OF BOARD COMMITTEES; AND

(3) COMPLIANCE WITH LISTING RULES

The board (the "Board") of directors (the "Directors", and each a "Director") of E&P Global Holdings Limited (the "Company", together with its subsidiaries, the "Group") hereby announces that Mr. Wong Wei Hua Derek ("Mr. Wong") has been appointed as an independent non-executive Director with effect from 17 January 2025.

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The biographical details of Mr. Wong Wei Hua Derek are set out as follows:

Mr. Wong aged 52, has over 25 years of experience in auditing and financial and corporate management. Mr. Wong joined Ausnutria Dairy Corporation Ltd ("Ausnutria"), a company whose shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited (stock code: 1717) as the deputy chief financial officer in July 2011 and was appointed as joint company secretary (later redesignated as the company secretary in December 2012) and the chief financial officer in September 2011. Mr. Wong has resigned from all of his positions in Ausnutria in December 2023.

Mr. Wong graduated from York University in Toronto, Canada with a bachelor's degree in arts (major in mathematics) in June 1993 and a bachelor's degree in administrative studies (major in accounting) in June 1995. Mr. Wong has been a member of the Hong Kong Institute of Certified Public Accountants (formerly known as Hong Kong Society of Accountants) since March 2002.

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A letter of appointment has been entered into between Mr. Wong and the Company pursuant to which he was appointed for a term of two years as an independent non-executive Director. Mr. Wong will be subject to retirement by rotation and re-election at the annual general meeting of the Company in accordance with the requirements of the articles of association of the Company. Mr. Wong will be entitled to a director’s fee of HK$216,000 per annum for acting as an independent non-executive Director, which was determined by the Board upon recommendations by the remuneration committee of the Board (the “Remuneration Committee”) with reference to his duties and responsibilities with the Company and the prevailing market conditions and practice.

Save as disclosed above, as at the date of this announcement, Mr. Wong (i) does not hold any other positions with the Company or other members of the Group; (ii) did not hold any other directorships in other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the last three years; (iii) does not have any other major appointments and professional qualifications; (iv) does not have any relationships with any Directors, senior management, substantial shareholders or controlling shareholders (within the meaning of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“Listing Rules”)) of the Company; and (v) does not have any interests in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Cap. 571).

Save as disclosed in this announcement, Mr. Wong has confirmed to the Company that (a) he meets the independence factors as set out in Rule 3.13(1) to (8) of the Listing Rules; (b) he did not and does not have any past or present financial or other interest in the business of the Company or its subsidiaries or did not and does not have any connection with any core connected person (as defined in the Listing Rules) of the Company; and (c) there are no other factors that may affect his independence at the time of his appointment. In view of the abovementioned factors, to the best knowledge of the Company, the Company confirms the independence of Mr. Wong.

Save as disclosed herein, to the best knowledge of the Company, there is no other information relating to the appointment of Mr. Wong as an independent non-executive Director that shall be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules nor any matters which need to be brought to the attention of the shareholders of the Company as at the date of this announcement.

CHANGES IN COMPOSITION OF BOARD COMMITTEES

The Board further announces that with effect from 17 January 2025, the compositions of each of the audit committee of the Board (“Audit Committee”), the Remuneration Committee and the nomination committee of the Board (“Nomination Committee”) have been changed as follows:

1. Ms. Chen Dai has been redesignated from her position as the chairman of the Audit Committee to a member of the Audit Committee; and
2. Mr. Wong has been appointed as the chairman of the Audit Committee and a member of each of the Remuneration Committee and Nomination Committee, respectively.

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The Board would like to take this opportunity to welcome Mr. Wong to join the Board.

COMPLIANCE WITH LISTING RULES

Reference is made to the announcements of the Company dated 18 October 2024 and 4 November 2024, in respect of the Company's non-compliance with Rules 3.10(1), 3.10(2) and 3.21 of the Listing Rules.

Following the appointment of Mr. Wong as an independent non-executive Director and the chairman of the Audit Committee, the Company has three independent non-executive Directors and three members in the Audit Committee. As disclosed above, Mr. Wong has the appropriate accounting and financial and corporate management expertise as required under Rules 3.10(2) and 3.21 of the Listing Rules. Accordingly, the Company has complied with the requirements as set out in Rules 3.10(1), 3.10(2) and 3.21 of the Listing Rules.

By Order of the Board

E&P Global Holdings Limited

Lee Jaeseong

Chairman

Hong Kong, 17 January 2025

As at the date of this announcement, the Board consists of Mr. Lee Jaeseong, Mr. Im Jonghak and Mr. Liu Wai Shing, Peter as executive Directors, Ms. Sun Meng as non-executive Director and Ms. Chen Dai, Mr. Kim Sung Rae and Mr. Wong Wei Hua Derek as independent non-executive Directors.

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