Synagistics Limited — Board/Management Information 2020

Dec 16, 2020

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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WEALTHKING INVESTMENTS LIMITED 華科資本有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1140)

RESIGNATION OF EXECUTIVE DIRECTOR; CHANGE OF CHAIRMAN OF THE BOARD; CHANGE OF CHAIRMAN OF THE NOMINATION COMMITTEE; CHANGE OF AUTHORISED REPRESENTATIVE; AND CHANGE OF CHIEF EXECUTIVE OFFICER

With effect from 16 December 2020:

• (1) Mr. Zhang Zhi Ping will resign as an executive director of the Company;

• (2) Mr. Zhang Gaobo will resign as an executive director, the chairman of the Board and the member of the Nomination Committee;

• (3) Dr. Liu Zhiwei will be appointed as the chairman of the Board, the chairman of the Nomination Committee and the Authorised Representative;

• (4) Dr. Zhu Xianzhong (祝獻忠) will be appointed as the Chief Executive Officer.

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RESIGNATION OF ZHANG ZHI PING AS AN EXECUTIVE DIRECTOR

The board of directors (the “Board”) of Wealthking Investments Limited (the “Company”) announces that Mr. Zhang Zhi Ping will resign as an executive director with effect from 16 December 2020 (the “Effective Date”) due to personal reasons.

Mr. Zhang Zhi Ping has confirmed that he has no disagreement with the Board and there are no any matters in respect of his resignation that need to be brought to the attention of the shareholders of the Company and the Stock Exchange.

The Board would like to express its gratitude to Mr. Zhang Zhi Ping for his contribution to the Company during his tenure of services.

RESIGNATION OF ZHANG GAOBO AS AN EXECUTIVE DIRECTOR

The Board announces that Mr. Zhang Gaobo will resign as an executive director with effect from the Effective Date due to personal reasons.

Mr. Zhang Gaobo has confirmed that he has no disagreement with the Board and there are no any matters in respect of his resignation that need to be brought to the attention of the shareholders of the Company and the Stock Exchange.

The Board would like to express its gratitude to Mr. Zhang Gaobo for his contribution to the Company during his tenure of services.

CHANGE OF CHAIRMAN OF THE BOARD AND CHAIRMAN OF THE NOMINATION COMMITTEE

The Board announces that Mr. Zhang Gaobo will cease to be the chairman of the Board and the chairman of the Nomination Committee with effect from the Effective Date.

The Board would like to express its gratitude to Mr. Zhang Gaobo for his contribution to the Company during his tenure of services as the chairman of the Board and the chairman of the Nomination Committee.

The Board also announces that Dr. Liu Zhiwei, the current executive director of the Company, will be appointed as the chairman of the Board and the chairman of the Nomination Committee, with effect from the Effective Date.

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Dr. Liu Zhiwei, aged 53, has been appointed as Chief Executive Officer and an executive director of the Company since 16 April 2019. From June 2016 to June 2018, he was an executive director, the president of the Company, and a member of the Corporate Governance Committee. From December 2015 to June 2016, he served as a non-executive director of the Company. Dr. Liu obtained a bachelor’s degree in Industrial Management Engineering from Zhejiang University in 1989. He furthered his studies in Graduate School of the People’s Bank of China between 1989 and 1992 and obtained his master’s degree in international finance. In 2007, he obtained a doctoral degree in Economics & Law from Hunan University. Dr. Liu completed a professional programme in Finance CEO from Cheung Kong Graduate School of Business in 2010. Dr. Liu has over 20 years of experience in financing, securities investment and capital market. He served as a non-executive director of Shanghai Zendai Property Limited (stock code: 755), whose shares are listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”), for the period from 2 February 2010 to 12 December 2012. He was the vice chairman of Chang’an International Trust Co., Ltd (formerly known as Xi’an International Trust Co., Ltd) from 2008 to 2011. Dr. Liu served as a supervisor of Xin Jiang Hui-tong (Group) Co., Ltd (stock code: 415), whose shares are listed on the Shenzhen Stock Exchange, from December 2005 to December 2008. He also served as a general manager of the merger and acquisition department of Guosen Securities Co., Ltd from 1997 to 1998.

According to the appointment letter entered into between Dr. Liu and the Company recently, his directorship with the Company shall not be more than three-years for each appointment.

Save as disclosed above, Dr. Liu (i) does not have any relationship with any director, senior management, substantial or controlling shareholder (having the meaning ascribed to it in the Rules Governing the Listing of Securities on the Stock Exchange (“Listing Rules”)) of the Company; (ii) does not hold any other positions in the Company or its subsidiaries; and (iii) did not hold any directorships in the past three years in other listed public companies the securities of which are listed on any securities market in Hong Kong or overseas.

Currently, Dr. Liu has personal interests of 401,418,000 ordinary shares of the Company (representing approximately 13.84% of the issued shares of the Company).

CHANGE IN COMPOSITION OF BOARD COMMITTEES

The Board also announces that the composition of Board committees will be changed as follows with effect from the Effective Date:

Executive Directors:

Dr. Liu Zhiwei (Chairman)

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Independent Non-executive Directors:

Mr. Wang Xiaojun Professor He Jia Mr. Chen Yumin Dr. Fu Weigang

The Board has set up four committees, including the Audit Committee, Remuneration Committee, Nomination Committee and Corporate Governance Committee. The table below provides membership information of these committees on which each Board member serves.

Committees Directors	Audit Committee	Remuneration Committee	Nomination Committee	Corporate Governance Committee
Dr. Liu Zhiwei			C
Mr. Wang Xiaojun	M	C	M	M
Professor He Jia	M	M	M	C
Mr. Chen Yumin	C	M	M	M
Dr. Fu Weigang

Note: C – Chairman of the Board Committee M – Member of the Board Committee

CHANGE OF AUTHORISED REPRESENTATIVE

The Board announces that Mr. Zhang Gaobo will cease to be the authorised representative (the “Authorised Representative”) under Rule 3.05 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) with effect from the Effective Date. Dr. Liu Zhiwei will be appointed as the Authorised Representative.

APPOINTMENT OF DR. ZHU XIANZHONG AS THE CHIEF EXECUTIVE OFFICER

The Board announces that Dr. Liu Zhiwei will cease to be the Chief Executive Officer with effect from the Effective Date. The Board would like to express its gratitude to Dr. Liu Zhiwei for his contribution to the Company during his tenure of services as the Chief Executive Officer.

The Board also announces that Dr. Zhu Xianzhong will be appointed as the Chief Executive Officer of the Company with effect from the Effective Date.

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Dr. Zhu Xianzhong, male, aged 52, holds a PhD degree from Jiangxi University of Finance and Economics. Dr. Zhu has more than 20 years of management experience in the banking, securities and asset management industries. He worked at Jiangxi University of Finance and Economics from 1991 to 1993; worked at Bank of China (Jiangxi Branch) from 1993 to 1995; served as the general manager of the investment banking department at the head office of China Merchants Bank from 1995 to 2012; and served as the chairman of Huarong Securities Co., Ltd from 2013 to 2019. In addition, Dr. Zhu is currently a postgraduate tutor of PBC School of Finance, Tsinghua University and an adjunct professor at Zhejiang University.

Save as disclosed above, Dr. Zhu (i) does not have any relationship with any director, senior management, substantial or controlling shareholder (having the meaning ascribed to it in the Rules Governing the Listing of Securities on the Stock Exchange (“Listing Rules”)) of the Company; (ii) does not hold any other positions in the Company or its subsidiaries; and (iii) did not hold any directorship in the past three years in other public companies, the securities of which are listed on any securities market in Hong Kong or overseas.

Dr. Zhu’s service contract and remuneration will be determined by the recommendation from the Remuneration Committee of the Company and the Board with reference to various factors such as his background, experience, discharge of duties and market conditions.

The Board would like to welcome Dr. Zhu for joining the Company.

By order of the Board Wealthking Investments Limited Liu Zhiwei Executive Director and Chairman

Hong Kong, 16 December 2020

As at the date of this announcement, the Board comprises one executive Director, namely, Dr. Liu Zhiwei; and four independent non-executive Directors, namely, Professor He Jia, Mr. Wang Xiaojun, Mr. Chen Yumin and Dr.Fu Weigang.

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