Sing Lee Software (Group) Limited — Declaration of Voting Results & Voting Rights Announcements 2021

May 24, 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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(Incorporated in Bermuda with limited liability) (Stock Code: 8076)

(1) POLL RESULTS OF THE SPECIAL GENERAL MEETING HELD ON 24 May 2021; AND (2) COMPLETION OF MAJOR TRANSACTION IN RELATION TO THE DISPOSAL OF 100% EQUITY INTEREST IN A SUBSIDIARY

References are made to the announcements of Sing Lee Software (Group) Limited (the “ Company ”) dated 12 March 2021 and 26 March 2021, the circular (the “ Circular ”) and the notice of the SGM (the “ Notice ”) of the Company, both dated 5 May 2021, in relation to the Disposal. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as defined in the Circular.

POLL RESULTS OF THE SGM

The Board is pleased to announce that the ordinary resolution (the “ Resolution ”) as set out in the Notice was duly passed by the Shareholders by way of poll at the SGM held on 24 May 2021.

The poll result was as follows:

	Ordinary Resolution(Note)	Number of votes (%)	Number of votes (%)
		For	Against
1.	To approve, confirm and ratify the Agreement and the transactions contemplated thereunder.	771,869,120 100%	- 0%

Note: The full text of the Resolution was set out in the Notice.

As more than 50% of the votes were cast in favour of the ordinary resolution, it was approved by the Shareholders at the SGM.

* For identification purpose only

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As at the date of the SGM, there were 1,317,240,000 Shares in issue, which was equivalent to the total number of Shares entitling the Shareholders to attend and vote for or against the Resolution at the SGM. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, no Shareholders had a material interest in the Resolution at the SGM. No Shareholders were entitled to attend the SGM and abstain from voting in favour of the Resolution as set out in Rule 17.47A of the GEM Listing Rules. No Shareholder was required to abstain from voting at the SGM and none of the Shareholders stated their intention in the Circular to vote against the Resolution or to abstain from voting at the SGM.

The Company’s Hong Kong branch share registrar, Tricor Abacus Limited acted as the scrutineer for counting of votes at the SGM for the purpose of vote-taking.

COMPLETION OF THE DISPOSAL

The Board is pleased to announce that all the conditions precedent set out in the Agreement with the exception to Condition (10) set out in the section headed “2. THE AGREEMENT – Conditions precedent” in the letter from the Board of the Circular have been fulfilled and satisfied. As at the date of this announcement, the Transferee has exercised its right to waive the said Condition (10) and change it into post-completion obligations in accordance with the terms and conditions of the Agreement.

The Board is also pleased to announce that Completion had taken place on 24 May 2021 and the registration of the Transferee as the registered owner of the entire equity interest in Hangzhou HL at the relevant administration for market regulation in the PRC (the “ Registration ”) was completed on 24 May 2021. Accordingly, Hangzhou HL has ceased to be a subsidiary of the Company upon the completion of the Registration. The financial results of Hangzhou HL will no longer be consolidated into the consolidated financial statements of the Company.

By Order of the Board Sing Lee Software (Group) Limited Hung Yung Lai Chairman

Hong Kong, 24 May 2021

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As at the date of this announcement, the Board comprises:

Hung Yung Lai (Executive Director) Hung Ying (Executive Director) Lin Xue Xin (Executive Director) Cui Jian (Executive Director) Pao Ping Wing (Independent Non-Executive Director) Thomas Tam (Independent Non-Executive Director) Lo King Man (Independent Non-Executive Director)

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other maters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the GEM website at http://www.hkgem.com on the “Latest Listed Company Information” page for at least 7 days from the date of its posting and will be published on the website of the Company(http://www.singlee.com.cn).

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