Rego Interactive Co., Ltd — Declaration of Voting Results & Voting Rights Announcements 2021

Jan 26, 2021

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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(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1065)

ANNOUNCEMENT ON THE RESOLUTION PASSED AT THE 2021 FIRST EXTRAORDINARY GENERAL MEETING

Unless otherwise indicated, capitalized terms used herein shall have the same meanings as those defined in the announcement of the Company dated 31 December 2020 in relation to the change of non-competition undertakings by indirect controlling shareholder of the Company (the “ Announcement ”).

1. CONVENING AND ATTENDANCE OF THE MEETING:

The 2021 first extraordinary general meeting (the “ EGM ”) of Tianjin Capital Environmental Protection Group Company Limited (the “ Company ”) was held at 2:00 p.m. on 26 January 2021 at the conference room on 5/F, TCEP Building, 76 Weijin South Road, Nankai District, Tianjin, the People’s Republic of China (the “ PRC ”).

A total of 6 Shareholders of the Company (the “ Shareholders ”) and their proxies holding 132,254,921 Shares, representing 9.2666% of the total number of Shares with voting rights of the Company, attended the EGM. Among them, 5 Shareholders were Shareholder of A Shares and their proxies holding 5,986,643 Shares, representing 0.4195% of the total number of Shares with voting rights of the Company, while 1 Shareholder was Shareholder of H Shares and its proxy holding 126,268,278 Shares, representing 8.8471% of the total number of Shares with voting rights of the Company. The procedures for convening the EGM and voting were in compliance with the requirements of the Company Law of the PRC and the Articles of Association of the Company. Mr. Liu Yujun, the Chairman of the Company, presided at the EGM. The Company has 8 directors (the “ Directors ”) and 8 Directors attended the EGM. The Company has 6 supervisors (the “ Supervisors ”) and 6 Supervisors attended the EGM. The senior management, lawyers and internal auditors of the Company have attended the EGM.

As at the date of the EGM, the total number of issued Shares of the Company entitling the holders to attend and vote for or against the resolution at the EGM was 1,427,228,430 Shares, which comprised 1,087,228,430 A Shares and 340,000,000 H Shares. As at the date of the EGM, to the best of the Directors’ knowledge, information and belief, TMICL (directly holding 715,565,186 A Shares, representing approximately 50.14% of the total issued share capital of the Company) was required to abstain and has abstained from voting on ordinary resolution No. 1 at the EGM. Save as mentioned, no Shareholders were subject to any restriction on their voting on the resolution proposed at the EGM. Accordingly, the total number of issued Shares entitling the holders to attend and vote on ordinary resolution No.1 at the EGM was 711,663,244 Shares.

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Save as disclosed above, there were no Shares of the Company (i) entitling the holder to attend and abstain from voting on any resolutions at the EGM; or (ii) of which the holder is required under the Listing Rules to abstain from voting on the resolution at the EGM. No Shareholders have stated their intention in the Announcement to vote against any resolutions or to abstain from voting at the EGM.

Ms Wang Jing, an executive Director, was appointed as the chief scrutineer for the vote-taking of the poll of the EGM. Ms. Lu Hongyan and Ms. Wu Baolan, the Supervisors, and Ms. Niu Jing, the auditor of the Company were appointed as the scrutineers for the vote-taking of the poll at the EGM.

2. RESOLUTION CONSIDERED:

Ordinary resolution considered and passed at the EGM was as follows:

1. To consider and approve the resolution in relation to the change of non-competition undertakings by indirect controlling shareholder of the Company.

132,199,721 Shares in favour, representing 99.9583% of the total number of Shares with voting rights held by Shareholders who attended this meeting;

55,200 Shares in objection, representing 0.0417% of the total number of Shares with voting rights held by Shareholders who attended this meeting;

0 Share in abstention, representing 0% of the total number of Shares with voting rights held by Shareholders who attended this meeting.

5,931,443 A Shares in favour, 55,200 A Shares in objection, 0 A Share in abstention;

126,268,278 H Shares in favour, 0 H Share in objection, 0 H Share in abstention.

3. LEGAL OPINIONS ISSUED BY THE LAWYERS:

1. Name of law firm: Grandall Law Firm, Tianjin office

2. Witness lawyers: Wang Min and Zhao Shaoke, Solicitors

3. Summarised opinion: Procedures for the convening and holding of the EGM were in compliance with the laws, regulations and the relevant requirements under the Rules of Procedures for Shareholders’ General Meeting, the Articles of Association and the Rules of Procedures for Shareholders’ General Meeting of Tianjin Capital Environmental Protection Group Company Limited, and qualifications of the persons attending the EGM, procedures for voting and the voting results at the EGM are legally valid.

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4. DOCUMENTS AVAILABLE FOR INSPECTION:

1. Resolution of the EGM signed and confirmed by the Directors and recorder attending the meeting and affixed with the seal of the Board; and

2. Legal opinion in respect of the 2021 First Extraordinary General Meeting of the Company issued by Grandall Law Firm, Tianjin office.

By order of the Board Liu Yujun Chairman

Tianjin, the PRC 26 January 2021

As at the date of the announcement, the Board comprises three executive Directors: Mr. Liu Yujun, Ms. Wang Jing and Mr. Niu Bo; two non-executive Directors: Mr. Gu Wenhui and Mr. Si Xiaolong; and three independent non-executive Directors: Mr. Di Xiaofeng, Mr. Guo Yongqing and Mr. Wang Xiangfei.

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