XD Inc. — Board/Management Information 2019

Jan 2, 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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APPOINTMENT OF JOINT COMPANY SECRETARY AND

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

APPOINTMENT OF JOINT COMPANY SECRETARY

The board of directors (the “ Board ”) of Chongqing Iron & Steel Company Limited (the “ Company ”) is pleased to announce that Ms. Meng Xiangyun (“ Ms. Meng ”) has been appointed as a joint company secretary of the Company with effect from 2 January 2019.

The biographical details of Ms. Meng are set out as follows:

Ms. Meng Xiangyun, born in November 1974, is a PRC certified public accountant, a PRC asset appraiser, a PRC certified tax agent (non-practising member), member of the Association of Chartered Certified Accountants (ACCA) and a senior accountant. Ms. Meng currently serves as a deputy general manager and the secretary to the Board of the Company, and formerly served as a senior audit manager of Zhonghua Certified Public Accountants of BDO International, the chief financial officer of Shang Gong Group Co., Ltd. ( 上工申貝（集團）股份有限公司 ) and the financial supervisor of Durkopp Adler, its German subsidiary. Since 2009, Ms. Meng has been serving as the chief accountant of Baosteel Group Co., Ltd. ( 寶鋼集團有限公司 ) and acting as a director of Baosteel Development Co., Ltd. ( 寶鋼發展有限公司 ), a director of Shanghai Environment and Energy Exchange Company Limited ( 上海環境能源 交易所股份有限公司 ) and an independent director of CTS International Logistics Corporation Limited ( 港中旅華貿國際物流股份有限公司 ) during the period.

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She has been acting as the chief financial officer of Shanghai Runliangtai Internet of Things Technology Partnership (L.P.) ( 上海潤良泰物聯網科技合夥企業 （有限合夥）) and the chairman of the supervisory committee of Shenzhen Sunsea Communication Technology Co., Ltd. ( 深圳日海通訊技術股份有限公司 ) since 2015. Ms. Meng obtained a bachelor’s degree in accounting from Beijing Wuzi University ( 北京物資學院 ) in 1996 and a master’s degree in management from Shanghai Academy of Social Sciences in 1999.

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

Pursuant to Rule 8.17 of the Rules Governing the Listing of Securities (the “ Listing Rules ”) of The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”), a listed issuer must appoint a company secretary who meets the requirements under Rule 3.28 of the Listing Rules. Rule 3.28 of the Listing Rules provides that a listed issuer must appoint as its company secretary an individual who, in the opinion of the Stock Exchange, is capable of discharging the functions of company secretary of the listed issuer by virtue of his/her academic or professional qualifications or relevant experience. Ms. Meng currently does not possess the qualifications of company secretary as required under Rules 3.28 and 8.17 of the Listing Rules.

In relation to the appointment of Ms. Meng as a joint company secretary of the Company, the Company has applied to the Stock Exchange for, and the Stock Exchange has granted, a waiver from the strict compliance with the requirements under Rules 3.28 and 8.17 of the Listing Rules for a period of three years from the date of Ms. Meng’s appointment as a joint company secretary of the Company (the “ Waiver Period ”) on the grounds that Ms. Chiu Hoi Shan (“ Ms. Chiu ”), the other joint company secretary of the Company at present, possesses the relevant professional qualifications of company secretary required under Rules 3.28 and 8.17 of the Listing Rules, and will provide assistance and guidance to Ms. Meng in discharging her duties as one of the joint company secretaries of the Company.

This waiver is granted on the conditions that (i) Ms. Meng will be assisted by Ms. Chiu during the Waiver Period and the waiver will be revoked immediately if and when Ms. Chiu ceases to assist Ms. Meng in discharging her functions as the company secretary; (ii) the Company shall notify the Stock Exchange at the end of the Waiver Period for the Stock Exchange to revisit the situation. The Stock Exchange expects that, after the end of the Waiver Period, the Company will be able to demonstrate that Ms. Meng can satisfy Rule 3.28 of the Listing Rules after having the benefit of Ms. Chiu’s assistance such that a further waiver will not be necessary; and (iii) the Company will disclose the details of the waiver, including its reasons for the waiver and the waiver conditions, by way of an announcement.

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The Board would like to extend its welcome to Ms. Meng on her new appointment.

By order of the Board Chongqing Iron & Steel Company Limited Meng Xiangyun Secretary to the Board

Chongqing, the PRC, 2 January 2019

As at the date of this announcement, the Directors of the Company are: Mr. Zhou Zhuping (Non-executive Director), Mr. Zheng Jie (Non-executive Director), Mr. Li Yongxiang (Executive Director), Mr. Tu Deling (Executive Director), Mr. Zhang Shuogong (Executive Director), Mr. Xu Yixiang (Independent Non-executive Director), Mr. Xin Qingquan (Independent Non-executive Director) and Mr. Wong Chunwa (Independent Non-executive Director).

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