ZG Group — Board/Management Information 2025

Aug 27, 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.

ZG Group

找钢产业互联集团

(A company controlled through weighted voting rights, incorporated in the Cayman Islands with limited liability and carrying on business in Hong Kong as ZGW)

(Stock Code: 6676)

(Warrant Code: 2572)

CHANGE OF NON-EXECUTIVE DIRECTOR AND COMPOSITION OF THE AUDIT COMMITTEE

The Board is pleased to announce that, with effect from August 27, 2025:

(1) Mr. Jiang Rongfeng has resigned as a non-executive Director; and
(2) Mr. Sun Qingdong has been appointed as a non-executive Director.

The board (the "Board") of directors (the "Directors") of ZG Group (a company controlled through weighted voting rights structure and incorporated in the Cayman Islands with limited liability and carrying on business in Hong Kong as "ZGW") (the "Company", together with its subsidiaries, the "Group") hereby announces the below change to the Board.

RESIGNATION OF NON-EXECUTIVE DIRECTOR

The Board announces that Mr. Jiang Rongfeng (蔣榕烽) ("Mr. Jiang") has tendered his resignation as a non-executive Director and a member of the audit committee of the Company (the "Audit Committee"), with effect from August 27, 2025 due to change in his work arrangement.

Mr. Jiang has confirmed that he has no disagreement with the Board and there is no matter in respect of his resignation that needs to be brought to the attention of the shareholders of the Company (the "Shareholders") or The Stock Exchange of Hong Kong Limited (the "Stock Exchange").

The Board would like to take this opportunity to express its gratitude to Mr. Jiang for his valuable contribution to the Company during his tenure of office.

APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The Board is pleased to announce that Mr. Sun Qingdong (孫卿東) ("Mr. Sun") has been appointed as a non-executive Director and a member of the Audit Committee with effect from August 27, 2025.

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The biographical details of Mr. Sun are set out below:

Mr. Sun, aged 40, is an executive director of CMB International Capital Corporation Limited since September 2019. Prior to joining CMB International Capital Corporation Limited, Mr. Sun has also worked in IDG Capital, Lunar Capital and Investment Banking division of UBS Securities Co. Limited. Mr. Sun possesses enriched knowledge and experience in the capital market and investment industry. He will be primarily responsible for providing professional and strategic advice, opinion and guidance to the Company.

Mr. Sun received a bachelor of mathematics and a master of economics and finance in June 2007 and January 2010 respectively from Shanghai Jiao Tong University. He has also obtained a master of management (EMBA) in June 2022 from Peking University.

Mr. Sun has entered into a letter of appointment with the Company for a term of three years until August 27, 2028 (subject to retirement as and when required under the articles of association of the Company). Either party may terminate the appointment at any time by giving to the other party not less than one month's prior notice in writing, or such shorter period as the parties may agree upon. Mr. Sun will not receive any annual director's fees in connection with the performance of his duties as a Director. The Company shall reimburse Mr. Sun of all reasonable expenses properly and reasonably incurred by him in the performance of his duties hereunder or otherwise in connection with the business of the Company, subject to expenses being evidenced in such manner as the Board may require.

Save as disclosed above, as at the date of this announcement, Mr. Sun has confirmed that he does not hold (i) any other position with the Company or other members of the Group; (ii) any directorship in any other public companies with securities of which are listed on any securities market in Hong Kong or overseas in the last three years; and (iii) any other major appointments and professional qualifications.

Save as disclosed above, as at the date of this announcement, Mr. Sun has confirmed that he does not have any relationship with any Director, senior management or substantial shareholder or controlling shareholders of the Company, or any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Save as disclosed above, there is no other information that is required to be disclosed pursuant to any of the requirements under paragraphs (h) to (v) of Rule 13.51(2) of the Listing Rules nor are there other matters that need to be brought to the attention of the Shareholders or the Stock Exchange relating to Mr. Sun's appointment.

The Board would like to express its warmest welcome to Mr. Sun on his appointment.

By order of the board of directors
ZG GROUP
WANG Dong
Chairman of the board of directors

Hong Kong, August 27, 2025

As at the date of this announcement, the Board comprises: (i) Mr. Wang Dong, Mr. Wang Changhui, Ms. Gong Yingxin and Ms. Zhou Min as executive directors, (ii) Mr. Ye Qian and Mr. Sun Qingdong as non-executive directors and (iii) Mr. Wang Xiang, Mr. Chen Yin and Mr. Wang Weisong as independent non-executive directors.