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.

BAOFENG MODERN INTERNATIONAL HOLDINGS COMPANY LIMITED ᘒࢤࣛ֠਷ყછٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1121)

(1) APPOINTMENT OF EXECUTIVE DIRECTOR

AND CHIEF TECHNOLOGY OFFICER; AND

(2) CHANGE OF CHAIRMAN AND CHIEF EXECUTIVE OFFICER

The Board announces that with effect from 26 February 2021:

  • (i) Dr. Xu Zhi has been appointed as an executive Director and chief technology officer; and

  • (ii) Mr. Leung Tsz Chung, an executive Director, has been appointed as the chairman of the Board and the chief executive officer in place of Mr. Zheng Jingdong, an executive Director.

APPOINTMENT OF EXECUTIVE DIRECTOR AND CHIEF TECHNOLOGY OFFICER

The board (the "Board") of directors (the "Directors") of Baofeng Modern International Holdings Company Limited (the "Company", together with its subsidiaries, the "Group") is pleased to announce that Dr. Xu Zhi ("Dr. Xu") has been appointed as an executive Director and chief technology officer of the Group with effect from 26 February 2021.

Dr. Xu, aged 54, is an expert in the areas of semiconductor equipment and processing, and solar technology. Dr. Xu joined the Group as a technical consultant in December 2015 and has been the technical director of Xinfeng 2D (Fujian) Material Technology Company Limited* (၅ܔอࢤɚၪ ҿࣘ߅ҦϞࠢʮ̡) ("Xinfeng 2D"), an indirect wholly-owned subsidiary of the Company, since September 2017. He is responsible for leading the research and development team of the Group in the research and development of material technology and applications. Under his leadership, the research and development team of the Group has developed various graphene related products.

Dr. Xu obtained a Doctor of Philosophy in Materials Science and Engineering from The Leland Stanford Junior University in June 1998.

Prior to joining the Group, Dr. Xu had worked in Applied Materials, Inc. for more than a decade with his last positions as senior manager and senior member of technical staff and participated in the research and development of plasma-enhanced chemical vapor deposition and low pressure chemical vapor deposition system. He subsequently worked for the position of senior manager and senior member of technical staff at the branch office of Applied Materials, Inc. in China. He then became a distinguished professor and doctoral tutor in Hunan University and was elected as a State Specially Recruited Expert and engaged in the relevant research on graphene and nanomaterial and developed a series of graphene related products.

Pursuant to the service contract entered with the Company on 26 February 2021, Dr. Xu was appointed as an executive Director for an initial term of three years commencing from 26 February 2021 and shall continue thereafter on a yearly basis subject to termination by either party with three month's written notice. He shall be subject to retirement at the next following annual general meeting of the Company and shall then be eligible for re-election at that meeting. He shall also be subject to retirement by rotation at least once every three years at the annual general meetings of the Company since his last re-election pursuant to articles of association of the Company. Dr. Xu shall be entitled to a Director's fee in a sum of HKD120,000 per annum payable monthly in addition to his remuneration of US$154,020 per annum as the technical consultant of 2D Material Technology Company Limited ("2D Material"), a direct wholly-owned subsidiary of the Company, and RMB258,000 per annum as the technical director of Xinfeng 2D. The Director's fee is determined by the Board with reference to Dr. Xu's qualifications and experiences, duties and responsibilities with the Company and the prevailing market situation. The Director's fee payable to Dr. Xu shall be subject to annual review by the remuneration committee of the Board.

As at the date of this announcement, Dr. Xu owns 35,600,000 share options, which enables him to subscribe for 35,600,000 shares of the Company, representing approximately 2.39% of the issued share capital of the Company. Save as disclosed herein, as at the date of this announcement, (i) Dr. Xu does not hold any position in the Company or any of its subsidiaries nor have any relationship with any Director, senior management or substantial or controlling shareholders of the Company; (ii) Dr. Xu has not held any directorship in other public companies, the securities of which are listed on any securities market in Hong Kong or overseas in the past three years or other major appointments and professional qualifications; and (iii) Dr. Xu does not have, and is not deemed to have, any interests or short positions in any shares, underlying shares or debentures of the Company or any of its associated corporations which is required to be disclosed under Part XV of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong).

Save as disclosed herein, there is no information relating to the appointment of Dr. Xu that needs to be brought to the attention to the shareholders of the Company nor is there any information relating to Dr. Xu that is required to be disclosed pursuant to Rules 13.51(2)(h) to (2)(v) of the Rules (the "Listing Rules") Governing the Listing of Securities of The Stock Exchange of Hong Kong Limited.

As aforementioned, Dr. Xu is responsible for leading the research and development team of the Group in the research and development of material technology and applications. Under his leadership, the research and development team of the Group successfully developed a new technique to utilise mono-cast wafers to manufacture high efficiency Heterojunction with Intrinsic Thinlayer ("HJT") cells (with conversion efficiency > 24.0%) in September 2020. Further details of which are disclosed in the announcements of the Company dated 25 and 29 January 2021 (the "Announcements"). The Group would focus on the development of the business of manufacturing of large size cast monocrystalline silicon. The appointment of Dr. Xu as an executive Director and the chief technology officer would therefore be beneficial to the Group for its transformation to a light asset technology company and the development of new energy business of high efficiency solar cells.

CHANGE OF CHAIRMAN AND CHIEF EXECUTIVE OFFICER

The Board announces that with effect from 26 February 2021, Mr. Leung Tsz Chung ("Mr. Leung"), an executive Director, has been appointed as the chairman of the Board and the chief executive officer in place of Mr. Zheng Jingdong ("Mr. Zheng"), an executive Director. Mr. Zheng will remain as an executive Director.

Mr. Leung, aged 51, is an executive Director, vice-chairman of the Board and the authorised representative under the Listing Rules. Mr. Leung holds a Bachelor's degree of arts in Business Studies from the Hong Kong Polytechnic University in 1991 and a master in Business Administration from the University of New South Wales in 1996. He is qualified as a certified professional marketer and has over 20 years of extensive experience in business administration and marketing. Mr. Leung joined 2D Material as the chief executive officer in November 2014.

As at the date of this announcement, Mr. Leung owns 6,000,000 Shares, representing approximately 0.40% of the issued share capital of the Company. Save as disclosed herein, as at the date of this announcement, (i) Mr. Leung does not hold any position in the Company or any of its subsidiaries nor have any relationship with any Director, senior management or substantial or controlling shareholders of the Company; (ii) Mr. Leung has not held any directorship in other public companies, the securities of which are listed on any securities market in Hong Kong or overseas in the past three years or other major appointments and professional qualifications; and (iii) Mr. Leung does not have, and is not deemed to have, any interests or short positions in any shares, underlying shares or debentures of the Company or any of its associated corporations which is required to be disclosed under Part XV of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong).

Save as disclosed herein, there is no information relating to the appointment of Mr. Leung that needs to be brought to the attention to the shareholders of the Company nor is there any information relating to Mr. Leung that is required to be disclosed pursuant to Rules 13.51(2)(h) to (2)(v) of the Listing Rules.

Mr. Zheng is responsible for the management of the business of (i) manufacturing and selling of Boree branded slippers, sandals and casual footwear; and (ii) the production of slippers for branding and resale by others while Mr. Leung is responsible for the management of the material technology business. As disclosed in the Announcements and the interim report of the Group for the six months ended 30 June 2020, after paying continuous effort and capital investment in the past few years, the Group gradually transformed from a traditional manufacturing company to a material technology company and started to diversify its business to environmental protection and energy related field. The Group would focus on the development of the manufacturing of large size cast monocrystalline silicon business and new energy business of high efficiency solar cells. Having considered that Mr. Leung has extensive experience in the material technology business, the Board considers that the change of chairman and chief executive officer will be favourable to the future business development of the Group.

* the English translation of Chinese names or words in this announcement, where indicated, is included for information purpose only, and should not be regarded as the official English translation of such Chinese names or words.

On behalf of the Board

Baofeng Modern International Holdings Company Limited

Leung Tsz Chung

Chairman

Hong Kong, 26 February 2021

As at the date of this announcement, the executive Directors are Mr. Leung Tsz Chung, Mr. Zheng Jingdong and Dr. Xu Zhi; the non-executive Director is Ms. Lin Weihuan; and the independent non-executive Directors are Ms. An Na, Mr. Chen Shaohua and Professor Zhao Jinbao.

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Baofeng Modern International Holdings Company Limited published this content on 26 February 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 February 2021 10:42:01 UTC.