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SIM Technology Group Limited Board/Management Information 2021

Feb 3, 2021

50331_rns_2021-02-03_dc617a0e-480a-4fda-a4ee-663eaf9e8642.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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**SIM TECHNOLOGY GROUP LIMITED 晨訊科技集團有限公司 ***

(Incorporated in Bermuda with limited liability)

(Stock code: 2000)

CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTOR; CHANGE OF COMPOSITION OF BOARD COMMITTEES; AND APPOINTMENT OF EXECUTIVE DIRECTOR

The Board announces that with effect from 3 February 2021:

  • (1) Mr. Wang Tianmiao has resigned as independent non-executive Director and member of each of the Audit Committee and Remuneration Committee;

  • (2) Mr. Li Minbo has been appointed as independent non-executive Director and member of each of the Audit Committee and Remuneration Committee; and

  • (3) Mr. Zhu Wenhui has been appointed as executive Director.

RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The board (“ Board ”) of directors (“ Directors ”, each a “ Director ”) of SIM Technology Group Limited (“ Company ”, together with its subsidiaries, the “ Group ”) announces that with effect from 3 February 2021, Mr. Wang Tianmiao (“ Mr. Wang ”) has resigned as independent non-executive Director and member of each of the audit committee (“ Audit Committee ”) and remuneration committee (“ Remuneration Committee ”) of the Board due to his other commitments which require more of his time.

Mr. Wang has confirmed that he has no disagreement with the Board and there is no matter relating to his resignation that needs to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited (“ Stock Exchange ”).

The Board would like to express its sincere gratitude to Mr. Wang for his valuable contribution and services to the Company during his tenure of office.

1

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The Board wishes to announce that with effect from 3 February 2021, Mr. Li Minbo (“ Mr. Li ”) has been appointed as independent non-executive Director and member of each of the Audit Committee and Remuneration Committee.

Biographical details and other information of Mr. Li are set out below.

Mr. Li, aged 50, obtained a bachelor’s degree in engineering from Nanjing University of Aeronautics and Astronautics in 1991, a master’s degree in engineering from Beihang University in 1997 and a doctor’s degree in engineering from Tsinghua University in 2001. He worked as Postdoctoral Fellow at National University of Singapore from 2001 to 2002. From 1991 to 1994, he was college teacher at the worker college of Changhe Aircraft Industries Company* (昌河飛機工業公司). He was a researcher at Kingdee International Software Group Company Limited, a company listed on the Stock Exchange (stock code: 00268), from 2003 to 2004 and has been associate professor of the School of Computer Science and Technology of Fudan University since 2006. At present, he is also the director of the Manufacturing Data Research Office of the Shanghai Key Laboratory of Data Science and a researcher at the Zhuhai Research Institute of Fudan University. He also serves as evaluation expert for the Evaluation Center of the Ministry of Science and Technology of the People’s Republic of China (“ PRC ”), the Ministry of Industry and Information Technology of the PRC, and evaluation expert for the Shanghai municipality, other provinces and cities.

As at the date of this announcement, Mr. Li does not have any relationship with any directors, senior management, substantial shareholders or controlling shareholders of the Company. Mr. Li has not held any directorships in listed public companies in the last three years. Mr. Li does not hold other positions with the Group.

As at the date of this announcement, Mr. Li is not interested in and does not hold any shares of the Company or underlying shares or debentures of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Pursuant to the appointment letter made between Mr. Li and the Company, Mr. Li has been appointed for a fixed term of one year commencing on 3 February 2021 to 2 February 2022 (both days inclusive) unless terminated by not less than one month’s notice in writing served by either party on the other and is subject to retirement by rotation and re-election and other related provisions as stipulated in the bye-laws of the Company and the Rules Governing the Listing of Securities on the Stock Exchange (“ Listing Rules ”). Mr Li is entitled to an annual director’s fee of US$20,000, which was determined with reference to his background, experience, qualifications, duties and responsibilities with the Group and the prevailing market conditions.

Save as disclosed above, Mr. Li has confirmed that there are no other matters in connection with his appointment that need to be brought to the attention of the shareholders of the Company and there are no information that should be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

2

APPOINTMENT OF EXECUTIVE DIRECTOR

The Board wishes to announce that with effect from 3 February 2021, Mr. Zhu Wenhui (“ Mr. Zhu ”) has been appointed as executive Director.

Biographical details and other information of Mr. Zhu are set out below.

Mr. Zhu, aged 39, obtained a bachelor’s degree in economics from Tongji University in 2004. From 2004 to 2005, he was credit manager at the Shanghai branch of Bank of Communications where he was responsible for corporate risk management and credit assessment. He has worked at the Group since 2005 and is presently general manager of the finance department of the Group’s operations headquarters, responsible for leading the establishment of a financial management control system that meets the needs of the Group’s strategic development and improving its financial system in terms of comprehensive budgeting, accounting analysis and risk management and control. He also has extensive experience in capital operations projects, international settlements, taxation and capital management required for the operation of PRC companies. He is a Certified Management Accountant of the Institute of Management Accountants in the United States of America.

As at the date of this announcement, Mr. Zhu does not have any relationship with any directors, senior management, substantial shareholders or controlling shareholders of the Company. Mr. Zhu has not held any directorships in listed public companies in the last three years. Save as disclosed above, Mr. Zhu does not hold other positions with the Group.

As at the date of this announcement, Mr. Zhu is not interested in and does not hold any shares of the Company or underlying shares or debentures of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Pursuant to the service agreement made between Mr. Zhu and the Company, Mr. Zhu has been appointed for a fixed term of one year commencing on 3 February 2021 to 2 February 2022 (both days inclusive) unless terminated by not less than three months’ notice in writing served by either party on the other or in accordance with the other terms of the service agreement and is subject to retirement by rotation and re-election and other related provisions as stipulated in the bye-laws of the Company and the Listing Rules. Mr. Zhu is entitled to (i) a fixed salary of RMB50,000 per month, which has been reviewed by the remuneration committee of the Board (“ Remuneration Committee ”); (ii) a discretionary bonus as determined by the Remuneration Committee by reference to the performance of the Group and Mr. Zhu in acting as executive Director, the prevailing market conditions and the roles and responsibilities of Mr. Zhu in the Group; and (iii) participation in the share option scheme and share award scheme of the Company which shall be reviewed by the Remuneration Committee.

Save as disclosed above, Mr. Zhu has confirmed that there are no other matters in connection with his appointment that need to be brought to the attention of the shareholders of the Company and there are no information that should be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

3

The Board hereby would like to express its warmest welcome to Mr. Li and Mr. Zhu on their appointments as independent non-executive Director and executive Director respectively.

By order of the Board SIM Technology Group Limited Wong Cho Tung Executive Director

3 February 2021

As at the date of this announcement, the executive directors of the Company are Ms Yeung Man Ying, Mr Wong Cho Tung, Mr Liu Jun and Mr Zhu Wenhui, and the independent non-executive directors of the Company are Mr Liu Hing Hung, Mr Li Minbo and Mr Wu Zhe.

  • For identification purposes only

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