Vala Inc. — Governance Information 2025

Mar 31, 2025

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.

51信用卡

51 CREDIT CARD INC.

51 信用卡有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2051)

(I) PROPOSED CHANGE OF COMPANY NAME; AND

(II) PROPOSED ADOPTION OF THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION

PROPOSED CHANGE OF COMPANY NAME

The Board proposes to change the English name of the Company from “51 Credit Card Inc.” to “Vala Inc.” and the existing dual foreign name of the Company in Chinese “51 信用卡有限公司” will no longer be adopted such that the Company will have no new dual foreign name in Chinese.

The proposed Change of Company Name is subject to the approval by the Shareholders at the AGM by way of a special resolution and the approval of the Registrar of Companies in the Cayman Islands.

PROPOSED ADOPTION OF THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION

The Board also proposes to amend and restate the Existing M&A to (a) reflect the Change of Company Name; (b) update and bring the Existing M&A in line with amendments to the Listing Rules in relation to (i) treasury shares (as defined under the Listing Rules) and (ii) the expanded paperless listing regime and the electronic dissemination of corporate communications by listed issuers to their securities holders; and (c) incorporate certain housekeeping amendments.

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PROPOSED CHANGE OF COMPANY NAME

The board (the "Board") of directors (the "Directors") of 51 Credit Card Inc. (the "Company", together with its subsidiaries, the "Group") proposes to change the English name of the Company from "51 Credit Card Inc." to "Vala Inc." and the existing dual foreign name of the Company in Chinese "51信用卡有限公司" will no longer be adopted such that the Company will have no new dual foreign name in Chinese (collectively, the "Change of Company Name"). A special resolution will be proposed at the upcoming annual general meeting of the Company (the "AGM") to be convened to consider and, if thought fit, approve the proposed Change of Company Name.

Reasons for the Proposed Change of Company Name

The Group's businesses have expanded from the initial 51 Credit Card Manager App to include other emerging business sectors, with the "Vala" vehicle receiving a high level of interest from the domestic market. Going forward, the Group will continue to focus on emerging business sectors. Accordingly, the Board considers that the proposed Change of Company Name is in line with the Group's strategic business plan for future development and refreshment for its brand, and believes that the proposed Change of Company Name is to provide the Group with a fresh corporate image which will benefit future business development of the Group. Accordingly, the Board is of the view that the proposed Change of Company Name is in the best interests of the Company and the shareholders of the Company (the "Shareholders") as a whole.

Conditions for the Proposed Change of Company Name

The proposed Change of Company Name is subject to the following conditions:

(i) the passing of the necessary special resolution by the Shareholders at the AGM to approve, amongst others, the proposed Change of Company Name; and
(ii) the Registrar of Companies in the Cayman Islands approving the proposed Change of Company Name.

Subject to the satisfaction of all the conditions set out above, the proposed Change of Company Name will take effect from the date on which the Registrar of Companies in the Cayman Islands issues the certificate of incorporation on change of name. Thereafter, the Company will carry out all necessary filing procedures with the Companies Registry in Hong Kong under the Companies Ordinance (Chapter 622 of the Laws of Hong Kong).

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Effects of the Proposed Change of Company Name

The proposed Change of Company Name will not affect any rights of the existing holders of securities of the Company or the Company's daily business operation and its financial position.

All the existing certificates of securities of the Company in issue bearing the existing name of the Company will, upon the proposed Change of Company Name becoming effective, continue to be evidence of title to such securities of the Company and will continue to be valid for trading, settlement, registration and delivery of the same number of securities of the Company in the new name of the Company (which shall be in English only). As soon as the proposed Change of Company Name has become effective, any new certificates of the securities of the Company will be issued in the new English name of the Company. There will not be any arrangement for free exchange of the existing certificates of the securities of the Company for new certificates bearing the new name of the Company.

In addition, subject to the confirmation by The Stock Exchange of Hong Kong Limited ("Stock Exchange"), the Company intends to change the English stock short name for trading of the shares of the Company on the Stock Exchange after the proposed Change of Company Name has become effective. As the Company will not adopt a dual foreign name in Chinese, no Chinese stock short name will be adopted.

PROPOSED ADOPTION OF AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION

The Board proposes to amend and restate the existing memorandum and articles of association of the Company (the "Existing M&A") for the purposes of (a) reflecting the Change of Company Name; and (b) updating and bringing the Existing M&A in line with amendments to the Rules ("Listing Rules") Governing the Listing of Securities on the Stock Exchange in relation to (i) treasury shares (as defined under the Listing Rules) and (ii) the expanded paperless listing regime and the electronic dissemination of corporate communications by listed issuers to their securities holders; and (c) incorporating certain housekeeping amendments (collectively, the "Proposed Amendments"), with effect upon the proposed Change of Company Name takes effect. Details of the Proposed Amendments will be set out in the circular to be despatched to the Shareholders in due course.

The Board proposes to put forward to the Shareholders for approval at the AGM a special resolution to adopt a new set of amended and restated memorandum and articles of association of the Company (the "New M&A") incorporating the Proposed Amendments in substitution for, and to the exclusion of, the Existing M&A. The proposed adoption of the New M&A is subject to the passing of a special resolution.

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GENERAL

At the AGM, special resolutions will be proposed for the Shareholders to consider and, if thought fit, approve the proposed Change of Company Name and the proposed adoption of the New M&A. A circular containing, amongst other things, further information regarding the proposed Change of Company Name and the proposed adoption of the New M&A, together with the notice of the AGM will be despatched to the Shareholders in due course.

Further announcement(s) will be made by the Company to inform the Shareholders of the results of the AGM, the effective date of the proposed Change of Company Name, the proposed adoption of the New M&A and the new English stock short name for trading of the shares of the Company on the Stock Exchange.

By order of the Board

51 Credit Card Inc.

Sun Haitao

Chairman, Executive Director and Chief Executive Officer

31 March 2025

As at the date of this announcement, the executive Directors are Mr. Sun Haitao and Ms. Wu Shan; the non-executive Directors are Ms. Zou Yunli, Ms. Gao Li and Ms. Jiang Chloe Cuicui and the independent non-executive Directors are Mr. Ye Xiang, Mr. Xu Xuchu and Mr. Shou Jian.

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