Synagistics Limited — AGM Information 2019

Aug 19, 2019

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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OP FINANCIAL LIMITED 東英金融有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1140)

CLARIFICATION ANNOUNCEMENT ON AGM NOTICE AND AGM CIRCULAR

References are made to the notice (the “ AGM Notice ”) of the annual general meeting (the “ AGM ”) to be held on 27 August 2019 of OP Financial Limited (the “ Company ”) dated 25 July 2019 and the circular (the “ AGM Circular ”) of the Company which contains the AGM Notice dated 25 July 2019. Terms used herein shall have the same meanings as defined in the AGM Notice and the AGM Circular unless the context requires otherwise.

The board of directors (the “ Board ”) of the Company wishes to clarify that the 8th resolution (Proposed Amendments to the Articles of Association) shall be as follows:

“THAT

• (a) article 79 of the Articles of Association of the Company shall be deleted in its entirety and be replaced with the following:

  1. The Board may, whenever it thinks fit, convene an extraordinary general meeting. General meetings shall also be convened on the written requisition of any one member of the Company deposited at the principal office of the Company in Hong Kong or, in the event the Company ceases to have such a principal office, the registered office specifying the objects of the meeting and signed by the requisitionist , provided that such requisitionist held as at the date of deposit of the requisition not less than 10 per cent. of the paid up capital of the Company which carries the right of voting at general meetings of the Company. General meetings may also be convened on the written requisition of any one member of the Company which is a recognized clearing house (or its nominee) deposited at the principal office of the Company in Hong Kong or, in the event the Company ceases to have such a principal office, the registered office specifying the objects of the meeting and signed by the requisitionist, provided that such requisitionist

• For identification purpose only

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held as at the date of deposit of the requisition not less than 10 per cent. of the paid up capital of the Company which carries the right of voting at general meetings of the Company. If the Board does not within 21 days from the date of deposit of the requisition proceed duly to convene the meeting, the requisitionist(s) themselves or any of them representing more than one-half of the total voting rights of all of them, may convene the general meeting in the same manner, as nearly as possible, as that in which meetings may be convened by the Board provided that any meeting so convened shall not be held after the expiration of three months from the date of deposit of the requisition, and all reasonable expenses incurred by the requisitionist(s) as a result of the failure of the Board shall be reimbursed to them by the Company; and

• (b) the directors of the Company be and are hereby authorised to do all such acts and things and execute all such documents and make all such arrangements as they shall, in their absolute discretion, deem necessary or expedient to give effect to the proposed amendments to the Articles of Association of the Company.”

Save for the aforesaid, all other information in the AGM Notice and the AGM Circular remained unchanged. This clarification announcement is supplemental to and should be read in conjunction with the AGM Notice and the AGM Circular.

OP Financial Limited Zhang Gaobo Executive Director and Chairman

Hong Kong, 19 August 2019

As at the date of this announcement, the Board comprises four executive Directors, namely, Mr. Zhang Zhi Ping, Mr. Zhang Gaobo, Dr. Liu Zhiwei and Mr. Zhang Weidong; one nonexecutive Director, namely Dr. Wu Zhong; and five independent non-executive Directors, namely, Mr. Kwong Che Keung, Gordon, Professor He Jia, Mr. Wang Xiaojun, Mr. Chen Yuming and Dr. Fu Weigang.

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