# DIRECTORS

The Directors of the Company during the year ended 31 December 2018 and up to the date of this report were:

# Executive Directors:

Mr. Xu Songqing (Chairman)

Mr. Luo Canwen (Chief Executive Officer)

Mr. Chen Chunniu

Mr. Xu Songman

# Non-executive Director:

Mr. Xu Jianhong

# Independent non-executive Directors:

Mr. Goh Choo Hwee

Mr. Tam Yuk Sang Sammy

Mr. Wu Chi Keung

Pursuant to Article 84 of the Articles of Association of the Company, Mr. Luo Canwen, Mr. Chen Chunniu and Mr. Wu Chi Keung shall retire by rotation and, being eligible, will offer themselves for re-election at the forthcoming annual general meeting.

# BIOGRAPHIES OF DIRECTORS AND SENIOR MANAGEMENT

Biographical details of the Directors and senior management of the Group are set out on pages 9 to 11 of this annual report.

# DIRECTORS’ EMOLUMENTS

Details of the Directors’ emoluments are set out in note 11 to the consolidated financial statements.

No Director has waiver or has agreed to waive any emoluments and no emoluments were paid by the Group to the Directors as an inducement to join or upon joining the Group or as compensation for loss of office during the year ended 31 December 2018.

# DIRECTORS’ SERVICE CONTRACTS

Each of the executive Directors has entered into a service contract with the Company for an initial fixed term of three years with effect from the Listing Date renewable automatically unless terminated by not less than three months’ notice in writing served by either the Director or the Company.

The non-executive Director has entered into a letter of appointment with the Company for an initial term of three years renewable automatically which unless otherwise terminated pursuant to the terms of the appointment is subject to automatic renewal. The appointment shall be subject to normal retirement and re-election at the annual general meeting by Shareholders of the Company pursuant to the Articles of Association.

Each of the independent non-executive Directors has entered into a letter of appointment with the Company with effect from the Listing Date subject to retirement by rotation and re-election at annual general meetings of our Company and until terminated by not less than three months’ notice in writing served by either the Company or the relevant Director.

Apart from the foregoing, no Director proposed for re-election at the forthcoming annual general meeting has a service contract which is not determinable by the Company or any of its subsidiaries within one year without payment of compensation, other than statutory compensation.

# CONFIRMATION FROM THE INDEPENDENT NON-EXECUTIVE DIRECTORS

The Company has received from each of the independent non-executive Directors the confirmation of their independence pursuant to rule 3.13 of the Listing Rules. Based on such confirmations, the Company considers each of the independent non-executive Directors is independent in accordance with rule 3.13 of the Listing Rules.

# EQUITY-LINKED AGREEMENTS

During the year ended 31 December 2018, the Group did not entered into any equity-linked agreement.

# SHARE OPTION SCHEME

Prior to the Listing, the Company conditionally adopted a share option scheme (the “Scheme”) on 23 March 2016 which became effective and unconditional upon the Listing. The purpose of the Scheme is to enable the Company to grant options to the Eligible Persons (as defined below) as incentives or rewards for their contribution or potential contribution to the Group.

Details of the Scheme are as follows:

# a. Purpose

The primary purpose of the Scheme is to grant options as incentives or rewards to Eligible Persons for their contribution or potential contribution to the Group.

# b. Eligible Persons

The Board may, at its discretion, offer to grant an option to subscribe for such number of new Shares as the Board may determine at an exercise price determined in accordance with paragraph (h) below to any full-time or part-time employee of the Company or any member of the Group, including any executive Director, non-executive Director and independent non-executive Director, and any supplier, customer, agent, advisor and consultant of our Group who, in the sole opinion of the Board, will contribute or have contributed to the Group (collectively, the “Eligible Persons”).

# c. Total number of Shares available for issue

The total number of Shares which may be issued upon exercise of all options to be granted under the Scheme and any other share option schemes of the Company must not exceed 60,000,000 Shares, representing 10% of the Company’s issued share capital upon Listing.