WEIMOB INC.

微盟集團*

(Incorporated in the Cayman Islands with limited liability)

(於開曼群島註冊成立之有限公司) Stock Code 股份代號 : 2013

Annual Report 年報 2020

*For identification purpose only 僅供識別

Contents

2 Corporate Information

  1. Financial Summary and Operational Highlights
  2. Chairman's Statement
  1. Management Discussion and Analysis
  1. Directors and Senior Management
  1. Directors' Report
  1. Corporate Governance Report
  1. Independent Auditor's Report
  1. Consolidated Statement of Comprehensive (Loss)/Income
  2. Consolidated Statement of Financial Position
  1. Consolidated Statement of Changes in Equity
  1. Consolidated Statement of Cash Flows
  1. Notes to the Consolidated Financial Statements
  1. Definitions

CORPORATE INFORMATION

DIRECTORS

Executive Directors

Mr. SUN Taoyong (Chairman)

Mr. FANG Tongshu

Mr. YOU Fengchun

Mr. HUANG Junwei

Independent Non-executive Directors

Dr. SUN Mingchun

Dr. LI Xufu

Mr. TANG Wei

JOINT COMPANY SECRETARIES

Mr. CAO Yi

Ms. NG Sau Mei (FCG, FCS)

AUDIT COMMITTEE

Mr. TANG Wei (Chairman)

Dr. SUN Mingchun

Dr. LI Xufu

REMUNERATION COMMITTEE

Dr. SUN Mingchun (Chairman)

Dr. LI Xufu

Mr. SUN Taoyong

NOMINATION COMMITTEE

Mr. SUN Taoyong (Chairman)

Dr. SUN Mingchun

Dr. LI Xufu

AUDITOR

PricewaterhouseCoopers

Certified Public Accountants Registered Public Interest Entity Auditor

22/F Prince's Building

Central

Hong Kong

LEGAL ADVISOR

As to Hong Kong and U.S. laws: Clifford Chance

27/F, Jardine House

One Connaught Place

Central

Hong Kong

As to Cayman Islands law:

Maples and Calder (Hong Kong) LLP

26th Floor, Central Plaza

18 Harbour Road

Wanchai

Hong Kong

COMPLIANCE ADVISOR

Haitong International Capital Limited 8/F, Li Po Chun Chambers

189 Des Voeux Road Central Hong Kong

PRINCIPAL BANKERS

Bank of Shanghai Co., Ltd. Pilot Free Trade Zone Branch

1/F, China Aluminium High Building No. 53 Changqing North Road Pudong District

Shanghai

PRC

China CITIC Bank Co., Ltd.

Waitan Branch

No. 290 Beijing East Road

Huangpu District

Shanghai

PRC

China Construction Bank Corporation

Shanghai Zhangmiao Branch

No. 1768 Changjiang West Road

Baoshan District

Shanghai

PRC

2 WEIMOB INC. Annual Report 2020

AUTHORIZED REPRESENTATIVES

Mr. SUN Taoyong

Ms. NG Sau Mei

REGISTERED OFFICE

P.O. Box 309, Ugland House

Grand Cayman, KY1-1104

Cayman Islands

HEAD OFFICE AND PRINCIPAL PLACE OF BUSINESS IN THE PRC

Weimob Building

No. 258, Changjiang Road

Baoshan District

Shanghai

PRC

PRINCIPAL PLACE OF BUSINESS IN HONG KONG

2701, 27th Floor

Central Plaza

18 Harbour Road

Wanchai

Hong Kong

CORPORATE INFORMATION

CAYMAN ISLANDS PRINCIPAL SHARE REGISTRAR AND TRANSFER AGENT

Maples Fund Services (Cayman) Limited

P.O. Box 1093

Boundary Hall, Cricket Square

Grand Cayman, KY1-1102

Cayman Islands

HONG KONG SHARE REGISTRAR

Computershare Hong Kong Investor Services Limited

Shops 1712-1716, 17th Floor

Hopewell Centre

183 Queen's Road East

Wan Chai

Hong Kong

STOCK CODE

2013

COMPANY'S WEBSITE

www.weimob.com

WEIMOB INC. Annual Report 2020

3

FINANCIAL SUMMARY AND OPERATIONAL HIGHLIGHTS

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE (LOSS)/INCOME

Year ended December 31,

2020

2019

2018

2017

2016

(RMB'000)

Revenue

2,064,362*

1,436,787

865,031

534,011

189,174

Gross profit

1,098,167*

797,130

517,649

344,211

166,923

Operating profit/(loss)

103,289*

37,767

(41,892)

2,755

(85,159)

(Loss)/profit before income tax

(1,144,067)

328,406

(1,090,597)

2,833

(86,088)

(Loss)/profit for the year

(1,166,379)

311,308

(1,091,207)

2,637

(80,946)

Total comprehensive (loss)/income for the year

(1,166,379)

311,308

(1,094,690)

2,637

(81,183)

Adjusted EBITDA

299,157

167,808

72,609

23,187

(74,021)

Adjusted net profit/(loss)

107,504

77,340

50,838

11,165

(76,445)

Note: *Excluding SaaS sabotage event

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Year ended December 31,

2020

2019

2018

2017

2016

(RMB'000)

Assets

Non-current assets

1,633,180

448,757

234,412

180,141

134,251

Current assets

4,221,034

2,855,158

846,335

286,607

166,424

Total assets

5,854,214

3,303,915

1,080,747

466,748

300,675

Equity

Capital and reserves attributable to

equity holders of the Company

1,048,017

1,990,103

(2,431,382)

(217,047)

(288,501)

Non-controlling interests

204,473

(295)

(1,154)

2,303

1,985

Total equity/(deficit)

1,252,490

1,989,808

(2,432,536)

(214,744)

(286,516)

Liabilities

Non-current liabilities

2,231,699

140,285

2,899,976

145,107

118,377

Current liabilities

2,370,025

1,173,822

613,307

536,385

468,814

Total liabilities

4,601,724

1,314,107

3,513,283

681,492

587,191

Total equity and liabilities

5,854,214

3,303,915

1,080,747

466,748

300,675

4 WEIMOB INC. Annual Report 2020

CHAIRMAN'S STATEMENT

Dear Shareholders,

I would like to thank all Shareholders of Weimob Inc. for their firm trust and support in 2020. 2020 was a year full of challenges and opportunities for the Company. Amid the global economic shock of the COVID-19 epidemic, we swung for the fences and seized the opportunities brought by the epidemic to develop online digital economy, and provided a digital business operating system for customers to facilitate their digital operations. By formulating the Group's strategy of "moving up-market" (「大客化」), "ecosystem build-up" (「生態化」) and "globalization"(「國際化」), we achieved rapid growth against the trend in spite of the impact of the epidemic in our two core businesses, Digital Commerce and Digital Media.

During the period under review, we focused on the intelligent business ecosystem and continued to increase investment in products research and development and traffic channels to meet the growing digital transformation and marketing needs of our customers, thereby enabling our Digital Commerce and Digital Media business to maintain rapid growth.

In terms of investment, acquisitions and external cooperation, we completed the acquisition of Yazuo in March 2020 to improve the layout in smart catering. In November 2020, we acquired Heading Information to expand the Company's business footprint in smart retail. We also invested in the fields such as live-streaming and short video to realize the full-chain ecological arrangements in intelligent business, which will be of great benefit to the long-term development and sustainable growth of the Group.

To better support the implementation of the Group's strategies of moving up-market, ecosystem build-up and globalization, we continue to improve the organizational structure and introduce outstanding talents. In 2020, we appointed Mr. YIN Shimin, who has rich technology and experience in multinational enterprise operations and management in the To B field, and is responsible for overall planning and implementation of the Group's strategies, upgrading and transforming our key account operation system, and promoting Weimob's open ecosystem and globalization layout. We established a smart catering company and appointed Mr. BAI Yu as the president, responsible for Weimob's smart catering business, further enhancing our comprehensive strength and industry competitiveness in the smart catering field.

I am pleased to present to the Shareholders the Company's financial position and operating highlights for the year ended December 31, 2020, review the business development in 2020, and summarize strategies and outlook of the Company for 2021.

WEIMOB INC. Annual Report 2020

5

CHAIRMAN'S STATEMENT

2020 RESULTS HIGHLIGHTS

In 2020, amid the global economic shock of the COVID-19 epidemic, we implemented the Group's strategy of moving up-market, ecosystem build-up and globalization. By comprehensively upgrading the Group's business, we empowered our merchants through Digital Commerce and Digital Media, which fully supported them in achieving digital transformation through digital system, digital marketing and digital operation, and these two businesses have achieved rapid growth. Meanwhile, we invested in and expanded our business footprint in such fields as smart retail, smart catering, live-streaming and short video to realize the full-chain,omni-channel and all-traffic-domain ecological arrangements in intelligent business, which will be of great benefit to the long-term development and sustainable growth of the Group.

In 2020, our adjusted total revenue reached RMB2,064 million, an increase of 43.7% from RMB1,437 million in 2019. Our adjusted gross profit increased by 37.8% from RMB797 million in 2019 to RMB1,098 million in 2020. Our net loss was RMB1,166 million, including the loss of RMB1,086 million due to change in fair value of convertible bonds under HKFRS and the expenses of RMB94 million under the compensation plan due to the SaaS sabotage event. Our adjusted EBITDA increased by 78.3% from RMB168 million in 2019 to RMB299 million in 2020, and adjusted net profit increased by 39.1% from RMB77 million in 2019 to RMB108 million in 2020. As of December 31, 2020, our cash and cash equivalents reached RMB1,824 million, with abundant cash reserves and a healthy financial structure.

For the year ended December 31, 2020, our revenue from Digital Commerce totaled RMB1,246 million, representing

  1. year-on-yearincrease of 44.0%, with the revenue of RMB718 million from Subscription Solutions, representing a year-on-year increase of 41.6%; the number of paying merchants increased by 23.2% to 98,002; ARPU increased by 15.0% to RMB7,326. The revenue from Merchant Solutions was RMB528 million, representing a year-on-year increase of 47.4%, with the gross billing of RMB9,764 million from targeted placement, representing a year-on-year increase of 111.9%; the number of paying merchants increased by 40.8% to 45,698; ARPU increased by 4.7% to RMB11,560. Our revenue from Digital Media was RMB818 million, representing a year-on-year increase of 43.2%. The number of advertisers using our Digital Media was 2,504, and the average spend per advertiser was RMB365,612, through Merchant Solutions included in Digital Commerce and Digital Media, we assisted 48,000 merchants in total with placement of targeted marketing, with a gross billing of RMB10.68 billion, representing a year-on-year increase of 102.2%.

The rapid and sound development of our businesses has made us continue to be recognized by the capital market. We were included in the MSCI China Small Cap Index in May 2020 and selected for the first batch of Hang Seng TECH Index Constituent Stocks in July 2020. We were also officially included in the MSCI China All Shares Index in February 2021.

Through continuous exploration and innovation in intelligent business sector, we received various awards and honors in 2020, such as "Most Valuable Investment Company of the New Economy in 2020" (2020年新經濟最具價值投資公 司」) by Cls.cn(財聯社), "Best New Economy Company" (「最佳新經濟公司」) by Zhitongcaijing.com(智通財經), "Best Partner of the Year" (「年度最佳合作夥伴」) for regional and medium to long tail channels of Tencent Ads(騰 訊廣告), and "Top 50 Online New Economy in Shanghai" (「上海在線新經濟50強」) by Jiemian News(界面新聞).

Note: Please refer to "Non-HKFRS Measures: Adjusted Revenue, Adjusted EBITDA and Adjusted Net Profit/(Loss)" on p.25 of this annual report. All profit and loss figure mentioned under "2020 Results Highlights" in this annual report are excluding impact from SaaS sabotage event.

6 WEIMOB INC. Annual Report 2020

CHAIRMAN'S STATEMENT

We actively fulfilled our social responsibilities. During the COVID-19 pandemic, we launched a number of anti epidemic measures by leveraging our inherent advantages as a technology company, including donating RMB10 million, helping the Shanghai Charity Foundation to develop a Mini Program for charitable donations for free, providing our Mini Programs such as Wei Form (微盟表單), Weimob Food Delivery (微盟外賣), Weimob Live (微盟直播) for enterprise merchants, extending additional service period in the smart retail segment and others. In view of our proactive measures in facilitating the prevention and control of the epidemic and in business re-opening of enterprises, in November 2020, we were acknowledged the "Shanghai Advanced Group in Fighting the COVID-19 Epidemic" (「上海市抗擊新冠肺炎 疫情先進集體」) by the Shanghai Municipal People's Government. In addition, in 2020, for the third consecutive year, we participated in the development of a charitable donation Mini Program for the public welfare poverty alleviation project initiated by Shanghai youth volunteers and contributed to poverty alleviation in digital ways.

The production environment and data of our SaaS business was deliberately sabotaged in February 2020. After working with the Tencent Cloud technical team, we recovered the data, and completed the compensation to the merchants as planed within the year. After the event, we comprehensively enhanced data security governance. In addition to improving internal security management system, we fully migrated the data to the Tencent Cloud, and built the remote three-location and multi-cloud disaster backup system. We also implemented the same-citydual-active architecture project, providing technical support for business continuity. Data is the core asset of an enterprise. In the future, we will continue to enhance data security governance to provide customers with more secure and stable system services.

We firmly believe that enterprises will accelerate the process of digitalization and cloudification. We will adhere to a decentralized business model. By providing a complete set of new digital business operating system, we will help customers improve their digital infrastructure to achieve performance enhancement and business growth, thus ensuring our continuous leadership in the enterprise service sector.

BUSINESS REVIEW

In 2020, the outbreak of the COVID-19 epidemic caused a surge in customers' demands for digital operations. More and more enterprise customers have established direct connections with users through decentralized platforms such as WeChat, which has contributed to the rapid revenue growth of our Digital Commerce and Digital Media to a certain extent.

In terms of Digital Commerce, we comprehensively support enterprises in digital transformation through digital systems, digital marketing and digital operation. We provide SaaS and other software in our Subscription Solutions for e-commerce, retail, catering, hotel, local life and other industries, enabling merchants to carry out private traffic management. We help merchants obtain public domain traffic and support them to achieve digital upgrade with full- chain services and operations through our Merchant Solutions. Subscription Solutions continued to lead the market, with product functions and marketing scenarios being enriched continuously and breakthroughs achieved in WeiMall, Smart Retail, Smart Catering and other businesses. Merchant Solutions connect merchants to major top traffic platforms, and the scale and monetization capabilities has been expanded further.

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CHAIRMAN'S STATEMENT

In the social e-commerce segment, we met the increasing demand of merchants for private domain e-commerce through traffic acquisition and customer management. In terms of traffic acquisition, we continued to strengthen our product deployment within the WeChat ecosystem took the lead in connecting to WeChat Mini Programs for the functions of sharing on Moments and live streaming through Wechat video account, and launch the functions including providing short links that connect to the Mini Programs, thus supporting merchants in comprehensive multi-channel traffic acquisition and private domain management in the Wechat ecosystem. We also actively expanded WeChat external traffic channels, with the Wei Mall solutions connected to QQ browser, QQ mini programs, Douyin Store(抖音小 店)and other platforms, so as to assist merchants in the upgrade of omni-channel and all-traffic-domain operation. Moreover, we have launched the "Weimob Live Streaming", a Mini Program-basedlive-streaming platform, to explore the interaction between public and private domains, cross-industry cooperation, and other live streaming methods.

In terms of customer management, we upgraded our products in various aspects, including optimizing the visual interaction of decoration and system pages; increasing the promotion and marketing functionalities to improve the conversion rate and the average price per customer transaction; improving the breadth and depth of data analysis, and guiding the operation of merchants. We also launched the "Individual Live-streaming Store"(「個人直播小 店」) solutions connected to the Weimob distribution market, so as to provide merchants with high-quality sources of goods, and lower the threshold for an individual to open a store for live streaming; we have created the "Super Alliance"(「超級聯盟」), a platform for cross-industry private domain cooperation, to jointly construct a super private traffic ecosystem by integrating the high-quality brand resources of Weimob, and using marketing, promotion, cross-industry cooperation and other methods. Under the trend of decentralization of e-commerce and digitalization of merchants business, we helped merchants build the infrastructure for the DTC model ("Direct To Customer" model for brand merchants) to achieve the decentralization of e-commerce transactions. The revenue in the segment is expected to grow continuously.

In the smart retail sector, despite the adverse impact of COVID-19 epidemic on offline retail operations, our Smart Retail products have played an important role in helping retail enterprises to move operation on our cloud platform and in full-chain digital upgrades. Regarding apparel, sports, home textiles, beauty makeup and skin care, 3C (computer, communication and consumer electronics) and other industries, based on the business models, membership characteristics and marketing focus in different segments, we have launched a digital program that conforms to the corresponding business characteristics in terms of traffic subsidy, mall decoration, product layout, personnel incentives, and shop guide training, and has acquired benchmark customers in each segment.

8 WEIMOB INC. Annual Report 2020

CHAIRMAN'S STATEMENT

In 2020, the number of new merchants in the smart retail business increased significantly compared with 2019, the proportion of brand merchants continued to increase, and the average price per customer transaction continued to rise. As of December 31, 2020, the number of merchants in the smart retail segment reached 3,682, and the revenue generated from the smart retail segment was RMB145.2 million, representing an increase of 224.5% from RMB44.7 million in 2019, and accounting for 20.2% of Subscription Solutions revenue. There are 618 brand merchants and the average contract value of brand merchants reached RMB282,000. At the same time, we continued to maintain good cooperation with Tencent Smart Retail(騰訊智慧零售)in customer acquisition, product research and development, and operational services to further enhance our presence in the smart retail sector. In November 2020, we acquired Shanghai Heading Information Engineering Co., Ltd. (上海海鼎信息工程股份有限公司,"Heading Information"). Heading Information has served more than 1,000 brand customers in the retail segments such as commercial real estate, chain supermarkets, and chain convenience stores. This transaction has helped us quickly enter into the retail areas of commercial real estate, chain supermarkets and chain convenience stores, and will significantly expand our overall layout in the smart retail sector, enhance our ability to serve medium and large chain retail customers, and strengthen the competitive advantage of our smart retail solutions and consolidating our leading position in the smart retail sector. At present, Heading Information's Qianfan(千帆)SaaS system has been connected to our Wei Mall, and business integration will be accelerated in the future. We expect that the digital upgrade demands of retail enterprises will continue to grow, and under the guidance of our strategy of moving up-market, our smart retail business will unleash the potential for further growth.

In the smart catering segment, we devised our strategic layout based on two engines of internal growth and external mergers and acquisitions. In terms of product upgrades, Smart Catering has been connected to WeChat Mini Program Live-streaming, WeCom and other functions. In addition, Weimob Smart Catering has connected with Alipay Mini Program. The full-scene technology empower the digital upgrade of catering brands. In 2020, we completed the acquisition of Yazuo(雅座), a comprehensive solution provider in the catering sector, and invested in SYOO(商 有), a full-scene digital catering operation service provider. In May 2020, we established a smart catering company. At present, we have completed the integration with Yazuo in products, teams, and organization management. Our three-store integrated solution of "Dining + Takeaway + Mall", which we mainly promote, has been successfully implemented in chain catering brands. As of December 31, 2020, the number of merchants in the catering segment reached 6,996. The revenue generated from the smart catering segment was RMB44.8 million, representing an increase of 13.0% from RMB39.7 million in 2019, and accounting for 6.2% of Subscription Solutions revenue. Despite of the effect of the COVID-19 pandemic the revenue grew steadily. The average contract value per merchant in the catering segment was RMB19 thousand, representing an increase of 46.2%, compared with RMB13 thousand in 2019, showing the initial results of exploring the key account market. We believe that, in term of helping catering merchants achieve decentralized private domain growth, our smart catering product is the forerunner in the industry, and the digital upgrade trend of the catering industry will drive the continued growth of our smart catering business.

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CHAIRMAN'S STATEMENT

In terms of smart hotel and tourism segments, we provided hotel merchants with "Mini Program + Official WeChat Account" integrated smart hotel solutions, to assist hotels with targeted direct sales and increased management efficiency. We provided tourism clients with smart travel solutions, realizing online booking, SCRM customer management and other functions. Xiangminiao Technology(向蜜鳥科技), which we invested in, is a leading digital marketing and technology service provider in China, with a focus on hotel and tourism fields. It helps enterprises construct their private domain ecosystems. Up to now, its business covers hundreds of high-end hotels in South China, East China, and Southwest China. In 2020, Xiangminiao Technology supported merchants in achieving the growth against the trend in spite of the impact of the epidemic. The average annual GMV per hotel exceeded RMB5 million for approximately one hundred full fledged hotels. With the digital solutions of Xiangminiao Technology, the transaction amount of cooperated hotels in WeChat channel accounted for 15% of the total transaction volume, and the percentage of certain hotels reached 30%. Based on DTC via WeChat private domain, Xiangminiao Technology achieved the data integration between Wei Mall and Xiaohongshu channels, and the system cooperation with TikTok, Kuaishou and other platforms were also accelerated, which will continue to promote the direct connection, and efficient conversion, from public domain to private domain, through management of diversified channels.

Our Merchant Solutions mainly provide merchants with a series of value-added services including targeted marketing and merchandise distribution. In 2020, through the Merchant Solutions in our Digital Commerce, the gross billing generated from our targeted placement services offered to merchants to acquire traffic was RMB9.7 billion, representing an increase of 111.9% over 2019. Our Merchant Solutions serve the existing and potential merchants of our Subscription Solutions, and provide merchants with integrated service solutions that combining traffic, tool and operation, as well as

  1. one-stopclosed-loop operation covering user identification, demand matching, creativity and photography, targeted placement, data analysis and post-SaaS link conversion. In 2020, we provided services for 45,698 paying merchants, and the average revenue per user increased by 4.7% to RMB11,560. The growth was due to our continued investment in channel expansion, industry penetration, and traffic diversification. In terms of channel expansion, we have further improved the regional layout. At present, we have established branches in many cities across the country. Meanwhile, we continued to penetrate in and form complete solutions for more than 20 industries such as wedding photography, education, home furnishing, FMCG, finance, tourism, online services, games, and e-commerce. In terms of traffic diversification, through in-depth cooperation with Tencent, Toutiao, Baidu and other traffic platforms, our services can meet the diversified traffic promotion needs of merchants. We also continued to strengthen ecological synergy with Subscription Solutions, explored the integrated solution of "Advertising + Mini Program", and merchants helped to win both brand recognition and customer conversion on performance through full-chain marketing upgrades.

In terms of Digital Media, capitalizing on our advantages of media resources and past placement experience, we provide merchants with advertising services with commitment, by purchasing media platform traffic. At present, our traffic channels cover WeChat Moments, WeChat official account, QQ and Qzone, Tencent News, Tencent Video, Zhihu(知 乎), Baidu, TouTiao.com(今日頭條)and other various media resources. Our experienced advertising service team and our mobile marketing experience in various industries support our merchants in achieving their marketing goals efficiently. In 2020, our revenue was RMB818 million, representing an increase of 43.2% compared with 2019, and our gross billing was RMB0.9 billion. We served a total of 2,504 advertisers, with the average spend per advertiser reaching RMB365,612.

10 WEIMOB INC. Annual Report 2020

CHAIRMAN'S STATEMENT

In terms of Weimob Cloud Platform, we upgraded the developer platform and provided developers with a series of infrastructures and tools including container, database storage, cache storage, message queue, micro-service governance, and web-IDE, so as to further empower ecological developers, improve the work efficiency of developers and ensure the stability of third-party applications. Meanwhile, we make the internal middle platform with cloud capacity available to ecosystem developers, in fields including but not limited to inventory, transaction, order, member, marketing, advertising, logistics, payment, data BI and decoration, which is expected to contribute to reducing the development workload of developers by over 80%. Heading(海鼎), Demo(達摩), Shuyun(數雲), BAISON(百勝)and other manufacturers have carried out deep integration with Weimob through the cloud platform.

Meanwhile, Weimob Cloud Platform provides merchants with customization and integration services based on standard SaaS products of Weimob. With such services, eco-developers can conveniently carry out expansion based on standard SaaS products of Weimob through Weimob Cloud Platform, and provide customization development, system integration and other services for merchants. At present, we have provided over 100 large merchants such services.

At present, in the service market of Weimob Cloud Platform, there are over 560 active enterprise developers, who have submitted a total of over 1,000 applications. Weimob Cloud Platform is a digital practice platform for our merchants, as well as a value integration platform for our partners. We hope that through the platform our merchants can explore more digital business practices suitable for themselves, and that our partners can obtain more value. In the future, we will continuously strengthen the system capability and service capability of our cloud platform, so as to contribute to the prosperity of the Weimob Cloud ecosystem.

In 2020, we formulated the Group's core strategies of "moving up-market"( 大客化」), "ecosystem build-up"(「生態化」)and "globalization"(「國際化」), and appointed Mr. YIN Shimin(尹世明)who is responsible for overall planning and implementation of these strategies, upgrading and transforming our key account operation system, establishing Weimob's open platform ecosystem, traffic ecosystem, and application ecosystem, and helping us accelerate international deployment leveraged by his rich experience in multinational enterprise operations. At present, our three major strategies have made significant progress.

In terms of moving up-market, driven by Smart Retail, Smart Catering and other businesses, our average price per customer transaction and brand penetration have increased significantly. In 2020, our Smart Retail service served 618 chain brand customers. According to the "2019-2020 China Top 100 Fashion Retail Enterprises List" ( 2019-2020年中國時尚零售企業百強榜」)issued by the China Chain Store & Franchise Association, 34% of enterprises chose us. Through acquisition of Heading Information, we smoothly entered the areas of supermarket chains, convenience stores, and commercial real estate, further strengthening our foundation of key account business.

WEIMOB INC. Annual Report 2020

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CHAIRMAN'S STATEMENT

Our strategy of ecosystem build-up is centered around traffic ecosystem, developer ecosystem, and investment ecosystem. In terms of traffic ecosystem, we further deepened the traffic layout within the WeChat ecosystem, accessing to video accounts, and we also accessed to platforms such as QQ Mini Program and QQ Browser Mini Program to help our customers achieve omni-channel operations. Our Wei Mall and Smart Retail have officially connected with Douyin Store. In the future, Kuaishou, Xiaohongshu, Bilibili and other traffic platforms will be important directions for our traffic ecosystem deployment. In terms of developer ecosystem, we have built the SaaS ecosystem by connecting our customers, developers, and service providers via Weimob Cloud Platform and Weimob Service Market. In terms of investment ecosystem, we have now formed a diversified investment system of "Direct Investment + Mergers & Acquisitions + Industrial Funds". In 2020, we acquired Yazuo and Heading Information, and invested directly in outstanding companies in the industry chain, such as SYOO and Clipworks (秒影工場). The industrial fund we jointly established with Meridian Capital (華映資本) completed several investment projects in 2020, such as "Xiaomai Teaching Assistant" (「小麥助教」), "Goumee"(「構美」) and "Beijing Fenxiang" (「北京芬香」). Through investment and mergers and acquisitions, we have greatly enriched the product capabilities and expanded the ecosystem. In the future, we will continue to increase investment and mergers and acquisitions to build an intelligent business ecosystem service matrix.

In terms of globalization, our SaaS business has been deployed and has initial operations in more than ten countries and regions including Australia, Canada, and Japan. As of December 31, 2020, we have served more than 1,000 overseas customers. Our SaaS products currently support multiple currencies such as Hong Kong dollar, US dollar, Japanese Yen, and New Zealand dollar, to facilitate the settlement of transactions for overseas customers.

BUSINESS OUTLOOK

Looking forward to 2021, we will never forget why we started, and accomplish our mission with persistence. In the coming year, facing new opportunities and challenges of global economic recovery, we will focus on five major directions, including enhancing industry penetration and increasing the proportion of key accounts, upgrading full- chain operation capabilities, building an open ecosystem, expanding more cloud service categories, and accelerating globalization layout. Under the background of comprehensive digitalization and enterprise cloudification, we will continue to take the digital transformation of enterprises as our mission, and make active contributions and efforts by providing businesses with a new digital business operating system as the best partner for digital transformation, to provide customers with better services and achieve greater returns for shareholders, employees and society.

12 WEIMOB INC. Annual Report 2020

CHAIRMAN'S STATEMENT

  1. We will penetrate in industries and increase the proportion of key accounts. We will continue to expand our leading advantages in fashion retail and household daily necessities industries, and meanwhile expand in industries such as shopping malls and fresh convenience stores, to increase the proportion of key accounts.
  2. We will upgrade full-chain operation capabilities, provide Integrated Marketing and Sales Smart Growth Solutions including traffic, tools and operation to help our customers achieve business growth.
  3. We will continue to build an open ecosystem and increase investment in Weimob Cloud PaaS Platform to promote the Weimob Cloud Platform to become a value integrator of Digital Commerce. Meanwhile, we will enrich our traffic ecology and expand more traffic channels to help our customers achieve omni-channel operations. We will also continue to strengthen the investment ecology and explore more strategic cooperation and acquisition opportunities.
  4. We will also add more cloud service categories. In commercial cloud field, we will focus on expanding the beauty industry, education and other industries; in the marketing cloud field, we will provide customers with more digital marketing tools; in terms of sales cloud, we will accelerate the market expansion of products, such as Xiaoke (銷氪).
  5. We will also accelerate our globalization, including expanding overseas social platforms, accelerating the deployment of overseas service networks, and exploring international strategic mergers and acquisitions, so as to promote our international business.

Customers are the foundation of our business. Only by continuously creating value for customers can we achieve a win- win outcome with them. We will strengthen the monetization of existing customers. Our large customer base provides a solid foundation for us to benefit continuously. We will strengthen the monetization of Subscription Solutions and Merchant Solutions through cross-marketing and cross-selling between different products and services. We will always continue to empower customers in a decentralized manner, provide a series of intelligent business solutions, continuously create value for customers, and support enterprises in digital transformation, thus making business more intelligent.

Mr. SUN Taoyong

Chairman of the Board and Chief Executive Officer

WEIMOB INC. Annual Report 2020

13

MANAGEMENT DISCUSSION AND ANALYSIS

Year Ended December 31, 2020 Compared to Year Ended December 31, 2019

Year ended December 31,

2020

2019

(RMB'000)

Revenue

1,968,814

1,436,787

Cost of sales

(966,195)

(639,657)

Gross profit

1,002,619

797,130

Selling and distribution expenses

(919,372)

(716,907)

General and administrative expenses

(260,723)

(129,936)

Net impairment losses on financial assets

(8,597)

(6,630)

Other income

118,200

67,434

Other gains, net

76,870

26,676

Operating gain

8,997

37,767

Finance costs

(55,722)

(13,151)

Finance income

12,376

1,569

Share of net (loss)/profit of associates accounted for

using the equity method

(23,408)

3,941

Change in fair value of convertible bonds

(1,086,310)

-

Change in fair value of redeemable and

convertible preferred shares

-

298,280

(Loss)/profit before income tax

(1,144,067)

328,406

Income tax expenses

(22,312)

(17,098)

(Loss)/profit and total comprehensive (loss)/income

(1,166,379)

311,308

(Loss)/profit and total comprehensive (loss)/income attributable to:

- Equity holders of the Company

(1,156,622)

311,978

- Non-controlling interests

(9,757)

(670)

14 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Key Operating Data

The following table sets forth our key operating data for the years ended/as of December 31, 2020 and 2019.

Year ended/as of December 31,

2020

2019

Digital Commerce

Subscription Solutions

Addition in number of paying merchants

37,506

29,223

Number of paying merchants

98,002

79,546

Attrition rate(1)

26.1%

22.2%

Revenue(2) (RMB in millions) excluding SaaS sabotage event

717.9

507.0

ARPU(3) (RMB)

7,326

6,373

Merchant Solutions

Number of paying merchants

45,698

32,458

Revenue (RMB in millions)

528.3

358.4

ARPU (RMB)

11,560

11,043

Gross billing (RMB in millions)

9,764.3

4,608.5

Digital Media

Number of advertisers

2,504

1,684

Gross billing (RMB in millions)

915.5

672.6

Average spend per advertiser (RMB)

365,612

399,399

Revenue (RMB in millions)

818.2

571.4

ARPU (RMB)

326,741

339,300

Notes:

  1. Refers to the number of paying merchants not retained over a year divided by the number of paying merchants as of the end of the previous year.
  2. Refer to revenue for Subscription Solutions excluding SaaS sabotage event under non-HKFRS measures.
  3. Refers to the average revenue per paying merchant, which equals revenue of Subscription Solutions excluding SaaS sabotage event for the year divided by the number of paying merchants as of the end of such year.

WEIMOB INC. Annual Report 2020

15

MANAGEMENT DISCUSSION AND ANALYSIS

Year ended December 31, 2020

Revenue

Profit

Revenue

Year-on-year

Amount

Year-on-year

(RMB in millions)

change

(RMB in millions)

change

Total*

2,064.4

+43.7%

Gross profit*

1,098.2

+37.8%

Digital Commerce*

1,246.2

+44.0%

Adjusted EBITDA

299.2

+78.3%

Subscription

Adjusted net profit

107.5

+39.1%

Solutions*

717.9

+41.6%

Merchant Solutions

528.3

+47.4%

Digital Media

818.2

+43.2%

Digital

Target

Commerce

marketing

Subscription

Merchant

Merchant

Digital

Solutions

Solutions

Solutions

Media

Total

No. of paying

Gross billing

merchants

98,002

45,698

(RMB in millions)

9,764.3

915.5

10,679.8

Attrition rate

26.1%

-

Average spend per

ARPU (RMB)

7,326

11,560

advertiser (RMB)

213,672

365,612

221,565

  • Excluding SaaS sabotage event

16 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Key Financial Ratios

Year ended December 31,

2020

2019

%

%

%

Per financial

Excluding

statements

sabotage event

Total revenue growth

37.0

43.7

66.1

- Digital Commerce

33.0

44.0

57.8

- Digital Media

43.2

43.2

80.5

Gross margin(1)

50.9

53.2

55.5

- Digital Commerce

83.9

85.2

88.4

- Digital Media

4.5

4.5

5.6

Adjusted EBITDA margin(2)

14.5

14.5

11.7

Net margin(3)

(59.2)

(59.2)

21.7

Adjusted net margin(4)

5.2

5.2

5.4

Notes:

  1. Equals gross profit divided by revenue for the year and multiplied by 100%.
  2. Equals adjusted EBITDA divided by revenue excluding SaaS sabotage event for the year and multiplied by 100%. For the reconciliation from operating profit/(loss) to EBITDA and adjusted EBITDA, see "Non-HKFRSMeasures: Adjusted EBITDA and Adjusted Net Profit/(Loss)" below.
  3. Equals profit/(loss) divided by revenue for the year and multiplied by 100%.
  4. Equals adjusted net profit/(loss) divided by revenue excluding SaaS sabotage event for the year and multiplied by 100%. For the reconciliation from net profit/(loss) to adjusted net profit/(loss), see "Non-HKFRSMeasures: Adjusted EBITDA and Adjusted Net Profit/(Loss)" below.

WEIMOB INC. Annual Report 2020

17

MANAGEMENT DISCUSSION AND ANALYSIS

Revenue

Our total revenue increased by 37.0% from RMB1,436.8 million in 2019 to RMB1,968.8 million in 2020, primarily due to the increases in our revenues generated from both our Digital Commerce and Digital Media which were offset by deduction from compensation due to SaaS sabotage event. Excluding SaaS sabotage event, our total revenue increased by 43.7%. The following table sets forth a breakdown of our revenue by business segment for the years indicated.

Year ended December 31,

2020

2019

(RMB in millions, except percentages)

Revenue

excluding

Revenue per

SaaS

financial

sabotage

Revenue

statement

event

%

Revenue

%

- Subscription Solutions

622.4

717.9

34.8%

507.0

35.3%

- Merchant Solutions

528.3

528.3

25.6%

358.4

24.9%

Digital Commerce

1,150.7

1,246.2

60.4%

865.4

60.2%

Digital Media

818.2

818.2

39.6%

571.4

39.8%

Total

1,968.8

2,064.4

100%

1,436.8

100%

Digital Commerce - Subscription Solutions

Subscription Solutions mainly comprise our commerce and marketing SaaS products and ERP solutions including WeiMall (微商城), Smart Retail (智慧零售), Smart Catering (智慧餐飲), Smart Hotel (智慧酒店), Heading ERP (海鼎ERP) and others. Based on our Weimob Cloud and PaaS, we also provide key accounts customization services, and offer applications developed by third-party vendors on the Weimob Cloud Service Market.

Revenue from Subscription Solutions increased by 22.8% from RMB507.0 million in 2019 to RMB622.4 million in 2020. Excluding the impact from SaaS sabotage event, our Subscription Solutions revenue increased by 41.6% from RMB507.0 million in 2019 to RMB717.9 million in 2020, primarily due to the increased number of paying merchants for our Subscription Solutions from 79,546 in 2019 to 98,002 in 2020, and the increased ARPU of our Subscription Solutions from RMB6,373 in 2019 to RMB7,326 in 2020.

The following table sets forth a breakdown of the gross billing and revenue by business segment for the years indicated.

18 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Digital Commerce - Merchant Solutions

Year ended December 31,

Year-on-year

Merchant Solutions

2020

2019

change

(RMB in millions, except percentages)

Gross billing

9,764.3

4,608.5

111.9%

Revenue

528.3

358.4

47.4%

Merchant Solutions mainly comprise value-added services offered to merchants as part of the integral solutions to meet merchants' online Digital Commerce and marketing needs, including mainly targeted marketing services that enable merchants to acquire online customer traffic in various top online advertising platforms.

Gross billing from our Merchant Solutions increased significantly from RMB4,608.5 million in 2019 to RMB9,764.3 million in 2020, primarily due to the increase in the number of paying merchants from 32,458 in 2019 to 45,698 in 2020, as well as an increase in average spend per paying merchant from RMB141,983 in 2019 to RMB213,672 in 2020.

Revenue from Merchant Solutions represents net rebate earned from advertising platforms by providing services to enable merchants to acquire online customer traffic, and it increased by 47.4% from RMB358.4 million in 2019 to RMB528.3 million in 2020, in line with the increase in gross billing.

Digital Media

Year ended December 31,

Year-on-year

Digital Media

2020

2019

change

(RMB in millions, except percentages)

Gross billing

915.5

672.6

36.1%

Revenue

818.2

571.4

43.2%

Digital Media mainly comprise our advertisement placement services offered to certain merchants in which specified results or actions are committed.

WEIMOB INC. Annual Report 2020

19

MANAGEMENT DISCUSSION AND ANALYSIS

Gross billing from our Digital Media increased from RMB672.6 million in 2019 to RMB915.5 million in 2020, primarily due to the increase in the number of advertisers from 1,684 in 2019 to 2,504 in 2020, while we had a decrease in average spend per advertiser from RMB399,399 in 2019 to RMB365,612 in 2020.

Revenue from Digital Media represents revenue from advertisers for targeted marketing services recognized using gross billing net off taxes and discounts and it increased by 43.2% from RMB571.4 million in 2019 to RMB818.2 million in 2020, also in line with the increase in gross billing.

Cost of Sales

The following table sets forth a breakdown of our cost of sales by nature for the years indicated.

Year ended December 31,

2020

2019

(RMB in millions, except percentages)

Cost of sales

Advertising traffic cost for

Digital Media

750.5

77.7%

524.2

81.9%

Staff costs

38.5

4.0%

21.8

3.4%

Broadband and hardware costs

50.5

5.2%

31.7

5.0%

Contract operation services costs

36.4

3.8%

13.3

2.1%

Amortization of intangible assets

83.4

8.6%

41.2

6.4%

Taxes and surcharges

6.0

0.6%

6.8

1.1%

Depreciation

0.9

0.1%

0.7

0.1%

Total

966.2

100.0%

639.7

100.0%

Our cost of sales increased by 51.0% from RMB639.7 million in 2019 to RMB966.2 million in 2020, primarily because (i) our advertising traffic cost for Digital Media increased by 43.2% from RMB524.2 million in 2019 to RMB750.5 million in 2020, in line with the growth of our Digital Media business, (ii) our broadband and hardware costs increased from RMB31.7 million in 2019 to RMB50.5 million in 2020, primarily as a result of increased use of hardware and broadband services due to the business expansion of our SaaS products clients, (iii) our amortization of intangible assets increased from RMB41.2 million in 2019 to RMB83.4 million in 2020, which represents the amortization of our intangible assets relating to self-developed software, and (iv) our staff costs increased from RMB21.8 million in 2019 to RMB38.5 million in 2020, mainly due to the increase in our operation staff for Digital Media business.

20 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

The following table sets forth a breakdown of our cost of sales by business segment for the years indicated.

Year ended December 31,

2020

2019

(RMB in millions, except percentages)

Cost of sales

- Subscription Solutions

183.1

18.9%

98.9

15.5%

- Merchant Solutions

1.6

0.2%

1.7

0.2%

Digital Commerce

184.7

19.1%

100.6

15.7%

Digital Media

781.5

80.9%

539.1

84.3%

Total

966.2

100%

639.7

100%

Digital Commerce - Subscription Solutions

Cost of sales of our Subscription Solutions increased by 85.2% from RMB98.9 million in 2019 to RMB183.1 million in 2020, primarily due to (i) an increase of RMB18.8 million in broadband and hardware cost primarily as a result of increased use of hardware and broadband services due to business expansion, as well as database security upgrade,

  1. an increase of RMB42.2 million in our amortization of intangible assets relating to our self-developed software for SaaS products as a result of our increased investment in research and development and the corresponding increase in capitalized development costs; (iii) an increase of RMB16.7 million in our staff cost relating to business operation, and (iv) an increase of RMB23.1 million in our contract operation services cost, all in line with our business growth.

Digital Commerce - Merchant Solutions

The revenue of our Merchant Solutions was recognized using net rebate and therefore the related cost was immaterial.

Digital Media

Cost of sales of our Digital Media which mainly represent cost of traffic purchased increased by 45.0% from RMB539.1 million in 2019 to RMB781.5 million in 2020 which was in line with the growth of Digital Media revenue.

WEIMOB INC. Annual Report 2020

21

MANAGEMENT DISCUSSION AND ANALYSIS

Gross Profit and Gross Margin

The following table sets forth a breakdown of our gross profit and gross margin by business segment for the years indicated.

Year ended December 31,

2020

2019

Gross

Gross

profit

margin

Gross

excluding

excluding

profit per

SaaS

SaaS

financial

sabotage

sabotage

Gross

Gross

statements

event

%

event

profit

%

margin

(RMB in millions, except percentages)

- Subscription Solutions

439.2

534.8

-

74.5%

408.1

-

80.5%

- Merchant Solutions

526.7

526.7

-

99.7%

356.8

-

99.5%

Digital Commerce

965.9

1,061.5

96.7

85.2%

764.9

96.0

88.4%

Digital Media

36.7

36.7

3.3

4.5%

32.3

4.0

5.6%

Total

1,002.6

1,098.2

100.0

53.2%

797.2

100.0

55.5%

Our overall gross profit increased by 25.8% from RMB797.2 million in 2019 to RMB1,002.6 million in 2020. Excluding the impact from SaaS sabotage event, our overall gross profit increased by 37.8% to RMB1,098.2 million in 2020.

Our overall gross margin decreased from 55.5% in 2019 to 50.9% in 2020. Excluding the impact from SaaS sabotage event, our overall gross margin was 53.2% in 2020.

The gross margin of our Subscription Solutions decreased from 80.5% in 2019 to 70.6% in 2020 due to (i) compensation for SaaS sabotage event, excluding the impact from which, gross margin of SaaS products was 74.5% in 2020, and (ii) strengthened investment on research and development activities and therefore increased amortization from capitalized intangible assets.

The gross margin of our Merchant Solutions was near 100%, as net rebate was recognized as revenue and the related cost was minimal.

The gross margin of our Digital Media decreased from 5.6% in 2019 to 4.5% in 2020 primarily due to increased cost of operation staff.

22 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Selling and Distribution Expenses

Our selling and distribution expenses increased by 28.2% from RMB716.9 million in 2019 to RMB919.4 million in 2020, primarily due to the increases in (i) staff costs for our sales and marketing personnel from RMB399.7 million in 2019 to RMB524.0 million in 2020 mainly as a result of the annualization effect of the costs of our increased sales and marketing staff in the second half of 2019, (ii) marketing and promotion costs from RMB49.2 million in 2019 to RMB83.7 million in 2020, and (iii) contract acquisition costs from RMB197.8 million in 2019 to RMB238.1 million in 2020, all in line with business expansion.

General and Administrative Expenses

Our general and administrative expenses increased by 100.8% from RMB129.9 million in 2019 to RMB260.7 million in 2020, primarily due to the increase in staff cost from RMB65.1 million in 2019 to RMB201.2 million in 2020, which was in turn caused by the increase in number of R&D staff.

Research and Development Expenditure

Year ended December 31,

2020

2019

(RMB in millions, except percentages)

Research and development expenditure

Research and development expenditure capitalized in

development cost & intangible assets

161.3

124.2

Research and development expenditure in general &

administrative expenses

89.7

20.0

Total research and development expenditure

251.0

144.2

Research and development expenditure increased from RMB144.2 million in 2019 to RMB251.0 million in 2020, primarily attributable to the strengthened investment in our research and development capability.

Net Impairment Losses on Financial Assets

We had net impairment losses on financial assets of RMB8.6 million in 2020, primarily as a result of the general provision for credit loss from our trade receivables, notes receivables, other receivables and financial assets measured at fair value through other comprehensive income.

WEIMOB INC. Annual Report 2020

23

MANAGEMENT DISCUSSION AND ANALYSIS

Other Income

Our other income increased significantly from RMB67.4 million in 2019 to RMB118.2 million in 2020, primarily due to an increase of RMB5.9 million in government grants provided to us in the form of VAT refunds and an increase of RMB43.9 million in input VAT super deduction.

Other Gains, Net

Our other net gains increased from RMB26.7 million in 2019 to RMB76.9 million in 2020, mainly due to an increase of RMB77.8 million in fair value change of our investments netting off donation made to the Shanghai Charity Foundation to support the COVID-19 relief of RMB10.0 million and unfavorable foreign exchange variance of RMB15.3 million.

Operating Profit

As a result of the foregoing, we had an operating profit of RMB9.0 million in 2020 while we had an operating profit of RMB37.8 million in 2019.

Finance Costs

Our finance costs increased significantly from RMB13.2 million in 2019 to RMB55.7 million in 2020, primarily due to (i) an increase of RMB10.4 million in our interest expenses from our bank borrowings due to our increased bank borrowings for business expansion and (ii) the interest expenses related to receivable management of RMB6.9 million and (iii) the convertible bonds issuance cost of RMB23.8 million.

Finance Income

Our finance income increased significantly from RMB1.6 million in 2019 to RMB12.4 million in 2020, primarily due to an increased interest income on our bank deposits as a result of an increase in the average balance of our bank deposits in 2020.

Share of Net (Loss)/Profit of Associates Accounted for Using the Equity Method

We recorded share of net loss of associates accounted for using the equity method of RMB23.4 million in 2020, which represented our share of loss from two contractual funds and an associated company.

Change in Fair Value of Convertible Bonds

We recorded a loss of RMB1,086.3 million in change in fair value of convertible bonds due to the change in fair value and an income of RMB77.1 million due to change in foreign exchange rate, which basically reflected the appreciation in value of the convertible bonds.

24 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Change in Fair Value of Redeemable and Convertible Preferred Shares

All redeemable and convertible preferred shares have been converted into ordinary shares upon our listing in 2019. We had no redeemable and convertible preferred shares outstanding as of December 31, 2020.

Income Tax Expense

We recorded income tax expense of RMB17.1 million in 2019 while we recorded income tax expense of RMB22.3 million in 2020, primarily due to the increased fair value gain of financial assets at fair value through profit or loss, resulting in the increase in deferred income tax expense netting off the increase in the recognization of tax losses resulting from the increased loss in our subsidiaries in PRC.

(Loss)/Profit for the Year

As a result of the foregoing, we recorded a loss of RMB1,166.4 million in 2020 while we recorded a profit of RMB311.3 million in 2019.

Non-HKFRS Measures: Adjusted Revenue, Adjusted EBITDA and Adjusted Net Profit/(Loss)

To supplement our consolidated financial statements, which are presented in accordance with HKFRS, we also use adjusted EBITDA and adjusted net profit/(loss) as additional financial measures, which are not required by, or presented in accordance with, HKFRS. We believe these non-HKFRS measures facilitate comparisons of operating performance from year to year and company to company by eliminating potential impacts of items which our management considers non- indicative of our operating performance. We believe these measures provide useful information to investors and others in understanding and evaluating our combined results of operations in the same manner as they help our management.

However, our presentation of adjusted EBITDA and adjusted net profit/(loss) may not be comparable to similarly titled measures presented by other companies. The use of these non-HKFRS measures has limitations as an analytical tool, and should not be considered in isolation from, or as a substitute for an analysis of, our results of operations or financial condition as reported under HKFRS.

WEIMOB INC. Annual Report 2020

25

MANAGEMENT DISCUSSION AND ANALYSIS

The following tables reconcile our adjusted EBITDA and adjusted net profit/(loss) for the years presented to the most directly comparable financial measures calculated and presented in accordance with HKFRS, which are operating profit/ (loss) for the year and net profit/(loss) for the year:

Year ended December 31,

2020

2019

(RMB in millions)

Adjusted revenue

Reconciliation of Subscription Solutions revenue per financial statements to

adjusted SaaS revenue:

Subscription Solutions revenue per financial statements

622.4

507.0

Add:

Compensation for SaaS sabotage event

95.5

-

Adjusted SaaS revenue

717.9

507.0

Adjusted EBITDA

Reconciliation of operating profit to EBITDA and

adjusted EBITDA:

Operating profit for the year:

9.0

37.8

Add:

Depreciation

41.2

28.9

Amortization

83.7

53.9

EBITDA

133.9

120.6

Add:

Share-based compensation

45.6

5.6

Listing and other one-off expenses

25.3

41.6

Compensation due to SaaS sabotage event

94.3

-

Adjusted EBITDA

299.2

167.8

Adjusted net profit

Reconciliation of net (loss)/profit to adjusted net profit:

Net (loss)/profit for the year

(1,166.4)

311.3

Add:

Share-based compensation

45.6

5.6

Listing and other one-off expenses(1)

25.3

41.6

Compensation due to SaaS sabotage event

94.3

-

Change in fair value of redeemable and convertible preferred shares

-

(298.3)

Change in fair value of convertible bonds

1,086.3

-

Tax effects

22.3

17.1

Adjusted net profit

107.5

77.3

26 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Note:

  1. Refer to one-off expenses related to issuance of convertible bonds and SaaS sabotage event in 2020, and IPO expenses in 2019.

Liquidity and Financial Resources

We fund our cash requirements principally from proceeds from our business operations, bank borrowings, other debt financing and shareholder equity contribution. As of December 31, 2020, we had cash and cash equivalents of RMB1,824.0 million.

The following table sets forth our gearing ratios as of December 31, 2020 and December 31, 2019, respectively.

As of

As of

December 31,

December 31,

2020

2019

RMB'000, except percentages

Net debt/(cash)

737,345

(895,009)

Total equity

1,252,490

1,989,808

Total capital

1,989,835

N/A

Net debt to equity ratio

37%

N/A

As of December 31, 2020, we had bank loan of approximately RMB465.1 million. The table below sets forth our major long-term and short-term bank loans:

Interest Rate

(per annum

unless

Loan Balance

otherwise

Bank

(RMB)

Loan Period

stated)

Long-term bank loan

SPD Silicon Valley Bank

40,000,000.00

2 years

5.00%

Short-term bank loans

Bank of Shanghai (Puxi Branch)

150,000,000.00

1 year

4.79%

China CITIC Bank

50,000,000.00

1 year

4.62%

Shanghai Rural Commercial Bank

(Songnan Branch)

90,000,000.00

1 year

4.58%

China CITIC Bank

50,000,000.00

1 year

4.62%

SPD Silicon Valley Bank

80,000,000.00

1 year

5.00%

Bank of Shanghai (Baoshan Branch)

5,000,000.00

1 year

4.35%

WEIMOB INC. Annual Report 2020

27

MANAGEMENT DISCUSSION AND ANALYSIS

Capital Expenditures

Our capital expenditures primarily consist of expenditures for (i) fixed assets, comprising computer equipment, office furniture, vehicles and renovation of rental offices, and (ii) intangible assets, including our trademark, acquired software license, and self-developed software.

The following table sets forth our capital expenditures for the years indicated:

Year ended December 31,

2020

2019

(RMB in millions)

Fixed assets

15.0

11.5

Intangible assets

161.5

124.6

Total

176.5

136.1

Significant Investments Held, Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures and Future Plans for Material Investments or Capital Assets

There were no significant investments held, nor were there material acquisitions or disposals of subsidiaries, associates or joint ventures by the Group during the year ended December 31, 2020. Apart from those disclosed in this annual report, there were no material investments or additions of capital assets authorised by the Board as at the date of this annual report.

Pledge of Assets

As of December 31, 2020, we did not pledge any of our assets.

Foreign Exchange Risk Management

We mainly carry out our operations in the PRC with most transactions settled in Renminbi, and we are exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the United States dollar and the Hong Kong dollar. Therefore, foreign exchange risk primarily arose from our recognized assets and liabilities when receiving or to receive foreign currencies from, or paying or to pay foreign currencies to, overseas business partners. In 2020, we did not adopt any long-term contracts, currency borrowings or other means to hedge our foreign currency exposure.

Contingent Liabilities

As of December 31, 2020, we did not have any material contingent liabilities.

28 WEIMOB INC. Annual Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Employees

As of December 31, 2020, we had 5,796 full-time employees, the majority of whom are based in Shanghai, China.

Our success depends on our ability to attract, retain and motivate qualified personnel. As part of our human resources strategy, we offer employees competitive salaries, performance-based cash bonuses, and other incentives.

As required under PRC regulations, we participate in various employee social security plans that are organized by applicable local municipal and provincial governments, including housing, pension, medical, work-related injury, maternity, and unemployment benefit plans.

As a matter of policy, we provide a robust training program for new employees that we hire. We also provide regular and specialized trainings both online and offline, tailored to the needs of our employees in different departments. In addition, we provide training curriculums tailored to new employees, current employees and management members based on their roles and skill levels, through our training centre, Weimob University.

We have granted and planned to continue to grant share-based incentive awards to our employees in the future to incentivize their contributions to our growth and development.

WEIMOB INC. Annual Report 2020

29

DIRECTORS AND SENIOR MANAGEMENT

DIRECTORS

Executive Directors

Mr. SUN Taoyong(孫濤勇), aged 33, is the Founder of our Group. Mr. Sun currently serves as the Chairman of the Board, executive Director and the Chief Executive Officer of our Company. Mr. Sun also serves as an executive director and the chief executive officer of Weimob Development and holds various directorships in our subsidiaries. Mr. Sun is responsible for formulation of business plans, strategies and other major decisions of our Group, as well as overall management of our Group. In recognition of his innovation, entrepreneurship and contributions, Mr. Sun has received numerous awards and recognitions, including "Top 10 Young IT Pioneers in Shanghai"(上海 IT 青年新銳 獎)by Shanghai Informatization Youth Talent Association in 2015, "100 Most Innovative Individual in PRC Business of 2015" (2015 中國商業最具創意人物 100) by Fast Company Magazine in 2016, "China E-Commerce Innovation Best Person of the Year - Service Vendor"(年度電商創新服務商人物)by International E-Commerce Innovation Association (IECIA) in 2016, "Person of the Year in Anhui Province"(安徽年度新聞人物)by Anhui TV Station in 2016, "2016 Entrepreneurs Under 30" (2016 30 歲以下創業新貴)by CYZone(創業邦)in 2016, and "Forbes 30 Under 30 Asia List" by Forbes in 2017(福布斯亞洲 30 歲以下傑出人物榜), and was selected to the "2018 Shanghai Leading Talents Training Program" (2018 上海領軍人才培養計劃). Mr. Sun was also the national champion of the first season of "I am the Founder"(我是創始人), a competitive reality TV show for technology entrepreneurs. Mr. Sun is also a representative of the eighth Shanghai Baoshan District People's Congress.

Mr. Sun obtained his bachelor's degree in educational technology from Anqing Normal University(安慶師範大學)in June 2010. He obtained his master's degree in software engineering from Beijing Institute of Technology(北京理工 大學)in February 2013.

Mr. FANG Tongshu(方桐舒), aged 36, is the co-founder of our Group. Mr. Fang currently serves as an executive Director and president of the intelligent business career group of our Company. Mr. Fang also serves as the senior vice president at Weimob Development since September 2014. Mr. Fang is mainly responsible for overall operation and management of the software business. Prior to joining our Group, from March 2006 to March 2007, Mr. Fang served as a general sales manager at Hotsales Software Technology Co., Ltd. 上海火速軟件技術有限公司). From April 2007 to March 2013, Mr. Fang served as a general sales and operations manager at Hotsales Network Technology Co., Ltd. 上海火速網絡科技有限公司).

Mr. Fang graduated from Nankai University(南開大學)with a major in business administration in June 2019.

Mr. YOU Fengchun(游鳳椿), aged 32, is the co-founder of our Group. Mr. You currently serves as an executive Director, President and president of intelligent marketing career group of our Company. Mr. You also serves as the senior vice president at Weimob Development since December 2015. Mr. You is mainly responsible for overall planning and operation of the targeted marketing business. Prior to joining our Group, Mr. You was mainly engaged in early investment and personal entrepreneurship projects.

Mr. You attended a senior executive development program in business management at Shanghai Jiao Tong University (上海交通大學)from November 2015 to March 2016.

30 WEIMOB INC. Annual Report 2020

DIRECTORS AND SENIOR MANAGEMENT

Mr. HUANG Junwei(黃駿偉), aged 41, is an executive Director and the Chief Technology Officer of our Company. Mr. Huang also serves as the vice president and chief technology officer of Weimob Development since September 2014. Mr. Huang is mainly responsible for overall technological policies, product research and development, and the establishment of technological platforms. Mr. Huang has over 10 years of experience in software product research and development.

Prior to joining our Group, from July 2005 to April 2010, Mr. Huang served as an software engineer at Intel Asia and Pacific R&D Ltd.(英特爾亞太研發有限公司). From May 2010 to October 2010, Mr. Huang served as an software engineer at Google Information Technology (Shanghai) Co., Ltd.(咕果信息技術(上海)有限公司). From October 2010 to April 2014, Mr. Huang worked at Baidu (China) Co., Ltd.(百度(中國)有限公司), primarily responsible for product research and development.

Mr. Huang obtained his bachelor's degree in computer science and technology from Fudan University(復旦大學) in July 2002. Mr. Huang obtained his master's degree in computer architecture from Fudan University in June 2005.

INDEPENDENT NON-EXECUTIVE DIRECTORS

Dr. SUN Mingchun(孫明春), aged 49, is an independent non-executive Director of our Company. Dr. Sun has over 20 years of experience in finance.

From July 1993 to August 1999, Dr. Sun served as an economist at the State Administration of Foreign Exchange of the PRC(中國國家外匯管理局). Dr. Sun worked at Capital One Financial(美國第壹資本金融公司)in 2002, and worked as an economist at Lehman Brothers Asia Limited(雷曼兄弟(亞洲)有限公司)in 2006. From October 2008 to November 2010, Dr. Sun served as the managing director, chief China economist and head of China equity research at Nomura International (Hong Kong) Limited(野村國際(香港)有限公司). From November 2010 to May 2013, Dr. Sun served as the managing director, head of China research and chief greater China economist at Daiwa Capital Markets Hong Kong Limited. From September 2013 to May 2014, Dr. Sun served as a senior partner and chief economist of China Broad Capital Co., Ltd.(上海博道投資管理有限公司). Since July 2014, Dr. Sun has been serving as an independent non-executive director at HJ Capital (International) Holdings Company Limited(華金國際資本控股有限公司), a company listed on the Stock Exchange (stock code: 0982). Since October 2014, Dr. Sun has been serving as the chairman and chief investment officer at Deepwater Capital Limited(博海資本有限公司). Since November 2016, Dr. Sun has been serving as an independent non-executive director at Great Wall Pan Asia Holdings Limited(長城環亞控股有限公司), a company listed on the Stock Exchange (stock code: 0583).

Dr. Sun obtained his bachelor's degree in international economics from Fudan University(復旦大學)in July 1993. He obtained his master's degree in engineering-economic systems and operations research from Stanford University in June 2001, and his doctorate degree in management science and engineering from Stanford University in June 2006. Dr. Sun has been the Vice President of the Chinese Financial Association of Hong Kong since 2012 and has been a member of the China Finance 40 Forum since 2008.

WEIMOB INC. Annual Report 2020

31

DIRECTORS AND SENIOR MANAGEMENT

Dr. LI Xufu(李緒富), aged 54, is an independent non-executive Director of our Company. Dr. Li was formerly known as Li Xufu(李緒付). Dr. Li has 24 years of experience in the securities and investment industry.

After Dr. Li obtained his master's degree, he started his career as a senior manager of the investment banking department at Guotai Junan Securities Co., Ltd., until 1996 when he later joined China Southern Securities Co., Ltd. (南方證券股份有限公司)as a general manager of the investment banking department (Shanghai). In 2004, Dr. Li served as the general manager of corporate finance department at Changjiang BNP Paribas Peregrine Securities Co., Ltd, and later in 2006, Dr. Li served as a director at BNP Paribas Capital (Asia Pacific) Limited(法 國巴黎融資(亞太)有限公司). From December 2007 to August 2009, Dr. Li was a partner of Bull Consultants Limited. From September 2009 to June 2018, Dr. Li was the executive partner and managing partner in Bull Capital Partners (Hong Kong) Limited. From January 2009 to May 2014, he served as a non-executive director at JD.com, Inc. 京東集團), a company listed on the Nasdaq Stock Exchange (stock code: JD) and the Stock Exchange (stock code: 9618). From March 2008 to March 2014, he also served as an independent director at Gemdale Holdings Co., Ltd. 金地集團股份有限公司), a company listed on the Shanghai Stock Exchange (stock code: 600383). Dr. Li currently serves as a managing partner of Ningbo Xinli Equity Investment Management Partnership (Limited Partnership)(寧波新犁股權投資管理合夥企業(有限合夥)), formerly known as Ningbo Bull Equity Investment Management Partnership (Limited Partnership)(寧波雄牛股權投資 管理合夥企業(有限合夥)).

Dr. Li obtained his bachelor's degree in German from Shanghai International Studies University(上海外國語大學)in July 1988. He obtained his master's degree in world economics from Fudan University(復旦大學)in July 1994 and his doctorate degree in international finance from Fudan University in June 2003. Dr. Li is currently a visiting professor in the department of economics at Fudan University.

Mr. TANG Wei(唐偉), aged 45, is an independent non-executive Director of our Company.

Mr. Tang has over 10 years of experience in accounting, financial management and investment banking. Most notably, from September 2006 to September 2008 and then January 2010 to October 2014, Mr. Tang served as an associate and an executive director of the investment banking department at Goldman Sachs Gao Hua Securities Co., Ltd. (高盛高華證券有限責任公司). From October 2008 to January 2010, Mr. Tang served as a deputy general manager in the investment banking department in China International Capital Corporation Limited(中國國際金融股份有限公司). From June 2015 to December 2015, he served as an investment director at CNIC Co., Ltd.(國新國際(中國)投資有 限公司). From January 2016 to September 2018, Mr. Tang served as the chief financial officer of NavInfo Co., Ltd. (北京四維圖新科技股份有限公司), a company listed on the Shenzhen Stock Exchange (stock code: 002405). Since October 2018, Mr. Tang has been serving as the chief financial officer and secretary to the board of directors of AsiaInfo Company Limited(亞信科技(成都)有限公司).

Mr. Tang obtained his bachelor's degree in international financial management from China University of Petroleum-Beijing(中國石油大學(北京))in July 1998. He obtained his master's degree in business management from University of International Business and Economics(對外經濟貿易大學)in June 2001. Mr. Tang has been accredited as a Certified Public Accountant by the Chinese Institute of Certified Public Accountants(中國註冊會計師協會)since October 2001 and has been admitted as a Fellow of the Association of Chartered Certified Accountants (FCCA) since December 2010.

32 WEIMOB INC. Annual Report 2020

DIRECTORS AND SENIOR MANAGEMENT

SENIOR MANAGEMENT

Mr. CAO Yi(曹懿), aged 43, is the Chief Financial Officer of our Company and one of our joint company secretaries. Mr. Cao has also been the vice president and chief financial officer of Weimob Development since August 2016. Mr. Cao is primarily responsible for the overall financial management, financial matters and strategic development of our Group. He has 15 years of experience in the financial management and accountancy industry.

Prior to joining our Group, from August 2003 to June 2010, Mr. Cao served as a manager at KPMG Huazhen (Special General Partnership)(畢馬威華振會計師事務所(特殊普通合夥)). From June 2010 to August 2015, he served as a senior finance manager at GE (China) Co., Ltd.(通用電氣(中國)有限公司), mainly responsible for the financial management of GE's strategic alliance with China XD Electric Co., Ltd. From August 2015 to December 2015, Mr. Cao served as the deputy chief financial officer of SPI Energy Co., Ltd. (Nasdaq: SPI)(上海美柚新能源科技有限公司), responsible for the financial management of overseas businesses. From December 2015 to July 2016, Mr. Cao served as the finance director of Shenzhen Bincent Technology Co., Ltd.(深圳市彬訊科技有限公司), responsible for its overall financial management.

Mr. Cao obtained his bachelor's degree in international business management from Shanghai International Studies University(上海外國語大學)in July 1999 and his master's degree in business management from Shanghai International Studies University in March 2002. He was accredited as a Certified Public Accountant by the Chinese Institute of Certified Public Accountants(中國註冊會計師協會)in December 2010. He has been a member of the Association of Chartered Certified Accountants (ACCA) since October 2013.

Mr. FEI Leiming(費雷鳴), aged 40, is the Chief Human Resources Officer of our Company. Mr. Fei has also been the vice president and chief human resources officer of Weimob Development since January 2017. Mr. Fei is mainly responsible for the planning and operation of human resources. He has more than 10 years of experience in human resources and administration.

Prior to joining our Group, from July 2003 to February 2006, Mr. Fei worked at Zhongqi Power Technology Co., Ltd. (中企動力科技股份有限公司), and from March 2006 to May 2012, he served as a senior human resources specialist at Alibaba (China) Network Technology Co., Ltd.(阿里巴巴(中國)網絡技術有限公司), mainly responsible for human resources management. From May 2012 to September 2013, Mr. Fei served as a human resources director at Shanghai HongMei E-commerce Co., Ltd.(上海紅美電子商務有限公司), responsible for overall human resources management. From April 2014 to April 2015, he worked at Suzhou Haowu Information Technology Company Limited(蘇州市好屋 信息技術有限公司), responsible for human resources and administrative affairs. From May 2015 to January 2017, he worked at Bailian Omni-channelE-commerce Co., Ltd.(上海百聯全渠道電子商務有限公司), responsible for the general planning and management of human resources for the Internet business sector.

Mr. Fei obtained his bachelor's degree in administrative management from Shanghai Normal University(上海師範大 學)in July 2003.

WEIMOB INC. Annual Report 2020

33

DIRECTORS' REPORT

The Board is pleased to present its report together with the audited consolidated financial statements of the Group for the Reporting Period.

GLOBAL OFFERING

The Company was incorporated as an exempted company with limited liability in the Cayman Islands on January 30, 2018, the shares of which were listed on the Main Board of the Stock Exchange on January 15, 2019.

PRINCIPAL ACTIVITIES

The Group is principally engaged in provision of cloud-based commerce and marketing solutions and targeted marketing services on Tencent's social networking service platforms for merchants in China. The analysis of the Group's revenue and contribution to results by business segments are set out in notes 5 and 6 to the consolidated financial statements.

RESULTS

The results of the Group for the year ended December 31, 2020 are set out in the consolidated statement of comprehensive (loss)/income on page 79 of this annual report.

FINAL DIVIDEND

The Board did not recommend the payment of any final dividend for the year ended December 31, 2020.

BUSINESS REVIEW

The business review and performance analysis of the Group for the Reporting Period is set out in the sections headed "Chairman's Statement" from pages 5 to 12 and "Management Discussion and Analysis" from pages 14 to 29 of this annual report. A description of the Group's future business development is set out in the section headed "Chairman's Statement" from pages 12 to 13 of this annual report.

Compliance with Laws and Regulations

During the year ended December 31, 2020, as far as the Board is aware, the Group has complied with the relevant laws and regulations that have a significant impact on the Group in all material aspects.

34 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

Environmental Policies and Performance

The Company attaches great importance to environmental protection and resource conservation, and continuously pays attention to the impact of its business operations on the environment. The Group is committed to maintaining the common development of economy, environment and society, and promoting awareness of environmental protection and resource conservation in its daily operations. The Group strictly follows the relevant environment protection laws and regulations of the PRC, and adopts various electricity-saving and water-saving management measures, including management over air-conditioning settings in office areas and enhancing management and maintenance of water equipment, thereby improving efficiency and minimizing resource consumption. During the Reporting Period, the Company did not find any environmental-related violations.

For details of the Company's environmental policies and performance, and the important relationship between the Company and its employees, customers and suppliers, please refer to the Environmental, Social and Governance Report of the Company for the year ended December 31, 2020 to be published on the website of the Stock Exchange (http://www.hkexnews.hk) and the Company's own website (http://www.weimob.com) according to the Listing Rules.

Principal Risks and Uncertainties

The Group is exposed to various risks in its business operations, primarily including: (i) reliance on Tencent's platforms and services to conduct its businesses; (ii) failure to improve and enhance the functionality, performance, reliability, design, security, and scalability of its products and services to suit its clients' evolving needs, (iii) failure to develop and maintain successful relationships with its local channel partners, and (iv) systems disruptions, distributed denial of service attacks, or other hacking and phishing attacks on its systems and security breaches.

FINANCIAL SUMMARY

A summary of the results and the assets and liabilities of the Group for the last five financial years is set out on page 4 of this annual report. This summary does not form part of the audited consolidated financial statements.

ISSUE OF GUARANTEED CONVERTIBLE BONDS

On May 15, 2020, Weimob Investment Limited (the "Bond Issuer"), a wholly-owned subsidiary of the Company, completed the issue of convertible bonds in an aggregate principal amount of US$150,000,000 with the guarantee provided by the Company (the "Convertible Bonds"). The last closing share price of the Shares as quoted on the Stock Exchange on the trading day on which the subscription agreement was signed, namely, May 6, 2020, was HK$5.95 per Share, and the initial conversion price is HK$6.72 per Share. Based on such initial conversion price and assuming full conversion of the Convertible Bonds at the initial conversion price, the Convertible Bonds will be convertible into a maximum of 173,035,715 new Shares. The gross proceeds from the issue of Convertible Bonds were US$150.0 million. The net proceeds from the issue of Convertible Bonds were approximately US$146.6 million. The Company intends to use the net proceeds for improving the Group's comprehensive research and development capabilities which mainly includes purchasing hardware equipment and paying employees' remuneration, upgrading the Group's marketing system, establishing industry funds, supplementing working capital and general corporate purposes. For more information on the use of such net proceeds, see "Use of Proceeds from Listing, Top-up Placing and Issue of Guaranteed Convertible Bonds" below. Based on such net proceeds and assuming the full conversion of the Convertible Bonds, the net price per new Share will be approximately HK$6.57.

WEIMOB INC. Annual Report 2020

35

DIRECTORS' REPORT

The Convertible Bonds have been offered and sold to no less than six independent placees (who are independent individual, corporate and/or institutional investors). The Convertible Bonds were listed on the Stock Exchange on May 18, 2020.

On June 29, 2020, July 6, 2020, July 14, 2020, July 23, 2020 and July 30, 2020, the Company received conversion notices from the bondholders in relation to the exercise of the conversion rights attached to the Convertible Bonds, to convert the Convertible Bonds in the principal amount of US$3.0 million, US$1.4 million, US$7.0 million, US$2.0 million and US$1.0 million, respectively, at the conversion price of HK$6.72 per share (the "Conversion"). Accordingly, 3,460,714 shares, 1,615,000 shares, 8,075,000 shares, 2,307,142 shares and 1,153,571 shares of the Company (the "Conversion Shares") were allotted to the respective bondholders on July 7, 2020, July 9, 2020, July 21, 2020, July 30, 2020 and August 5, 2020, respectively, pursuant to the terms and conditions of the Convertible Bonds. As a result of the Conversion, the Company allotted and issued a total of 16,611,427 Conversion Shares under the general mandate, representing approximately 0.74% of the number of issued shares of the Company as enlarged by the allotment and issue of the Conversion Shares. The Conversion Shares rank pari passu with all existing Shares at the date of allotment and issue, and among themselves in all respects. Save as disclosed in this annual report, there had not been any exercise of the Convertible Bonds as of December 31, 2020, and no redemption right had been exercised by the bondholders or the Company as of the same date.

As of December 31, 2020, the outstanding Convertible Bonds, with US$135,600,000 principal amount, are convertible into a maximum of 156,424,288 Shares at the initial conversion price of HK$6.72 per Share. Assuming the outstanding Convertible Bonds were fully exercised at the initial conversion price of HK$6.72 per Share on December 31, 2020, the shareholdings of the Company immediately before and after the full exercise of the outstanding Convertible Bonds are set out below for illustration purposes:

Assuming the outstanding

Convertible Bonds are fully

Shareholding immediately before

converted into new Shares at

the full exercise of

the initial conversion price of

the outstanding Convertible Bonds

HK$6.72 each

% of issued

% of issued

ordinary share

ordinary share

capital of

capital of

Shareholder

No. of Shares

the Company

No. of Shares

the Company

Shares held by Substantial Shareholders Group(1)

Yomi.sun Holding Limited(2)

321,145,000

14.24%

321,145,000

13.32%

Jeff.Fang Holding Limited(3)

18,220,000

0.81%

18,220,000

0.76%

Alter.You Holding Limited(4)

67,015,000

2.97%

67,015,000

2.78%

Sub-total:

406,380,000

18.02%

406,380,000

16.85%

Shares held by public Shareholders

Bondholders

16,611,427

0.74%

173,035,715

7.18%

Other public Shareholders

1,831,986,000

81.24%

1,831,986,000

75.97%

Sub-total:

1,848,597,427

81.98%

2,005,021,715

83.15%

Total

2,254,977,427

100.00%

2,411,401,715

100.00%

36 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

Notes:

  1. Mr. Sun Taoyong, Mr. Fang Tongshu and Mr. You Fengchun are parties acting in concert (having the meaning ascribed thereto in the Hong Kong Code on Takeovers and Mergers) and form the Substantial Shareholders Group. As such, each of Mr. Sun Taoyong, Mr. Fang Tongshu and Mr. You Fengchun is deemed to be interested in the Shares held by other members of the Substantial Shareholders Group.
  2. Yomi.sun Holding Limited is a company incorporated in the British Virgin Islands, and is wholly-owned by Youmi Investment Limited. Youmi Investment Limited is beneficially owned by the Youmi Trust, which was established by Mr. SUN Taoyong as the settlor, appointor and investment manager. Cantrust (Far East) Limited is the trustee of the Youmi Trust, and Mr. SUN Taoyong and his family members are the beneficiaries of the Youmi Trust. Mr. SUN Taoyong is also a director of the Yomi.sun Holding Limited. As such, each of Mr. SUN Taoyong, Cantrust (Far East) Limited and Youmi Investment Limited is deemed to be interested in the Shares held by Yomi.sun Holding Limited.
  3. Jeff.Fang Holding Limited is wholly-owned by Mr. Fang Tongshu who is an executive Director.
  4. Alter.You Holding Limited is wholly-owned by Fount Investment Limited. Fount Investment Limited is beneficially owned by the Fount Trust, which was established by Mr. You Fengchun as the settlor, appointor and investment manager. Infiniti Trust (Asia) Limited is the trustee of the Fount Trust, and Mr. You Fengchun and his family members are the beneficiaries of the Fount Trust. Mr. You Fengchun is also a director of Alter.You Holding Limited. As such, each of Mr. You Fengchun, Infiniti Trust (Asia) Limited and Fount Investment Limited is deemed to be interested in the Shares held by Alter.You Holding Limited. Mr. You Fengchun is an executive Director.

By issue of Convertible Bonds, the Company wishes to further implement its business plans, including: (i) to get prepared to carry out mergers and acquisitions at an appropriate time in the future; (ii) to continuously improve and deepen the SaaS technology, thus maintaining its market leading position; and (iii) to comprehensively optimize and enhance its targeted marketing system. The Directors consider the issue of Convertible Bonds is an appropriate means of raising additional capital since (i) it can provide the Company with additional funds at lower funding cost for the said purposes;

  1. it will not have an immediate dilution effect on the shareholding of the Company's existing Shareholders; and (iii) in the event that the Convertible Bonds are converted into the new Shares, the Company can improve its capital base, benefiting the long-term development of the Company.

Based on the cash and cash equivalents as at December 31, 2020 and the cash flow from operating activities of the Company, the Company has the ability to meet its redemption obligation under the Convertible Bonds.

Pursuant to the terms and conditions of the Convertible Bonds, the implied rate of return of the convertible bonds is nil.

Details of the Convertible Bonds were disclosed in the announcements of the Company dated May 7, 2020 and May 15, 2020.

WEIMOB INC. Annual Report 2020

37

DIRECTORS' REPORT

USE OF PROCEEDS FROM LISTING, TOP-UP PLACING AND ISSUE OF GUARANTEED CONVERTIBLE BONDS

The Company was successfully listed on the Main Board of the Stock Exchange on January 15, 2019, the net proceeds from the global offering after deducting underwriting fees and commissions and relevant expenses payable by the Company amounted to approximately HK$758.2 million. As disclosed in the interim report for the six months ended June 30, 2020 of the Company, the net proceeds from the global offering were utilized as following and had been fully utilized as of June 30, 2020:

  • Approximately HK$227.5 million for enhancing research and development capabilities and improving technology infrastructure;
  • Approximately HK$189.6 million for strategic investments;
  • Approximately HK$113.7 million for investments in advertising and digital marketing, hotline sales centre, and channel partner recruiting;
  • Approximately HK$75.8 million for purchasing social media advertising traffic for targeted marketing business;
  • Approximately HK$75.8 million for expanding the Marketing and Sales Clouds product offerings and the sales channels; and
  • Approximately HK$75.8 million for working capital and general corporate use.

In August 2019, the Company completed the top-up placing of 255,000,000 new Shares and raised net proceeds of approximately HK$1,157.1 million. As of December 31, 2020, the Company had utilized approximately HK$444.1 million as intended. The Company will apply the remaining net proceeds for the purposes as disclosed in the announcement of the Company dated July 26, 2019. The Company intends to fully utilize the net proceeds by December 31, 2021.

In May 2020, the Bond Issuer completed the issue of Convertible Bonds. The net proceeds from the issue of Convertible Bonds amounted to approximately US$146.6 million. As of December 31, 2020, the Company had not utilized such proceeds. The Company will apply the net proceeds for the purposes as disclosed in the announcement of the Company dated May 7, 2020. The Company intends to fully utilize the net proceeds by December 31, 2021.

38 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

MAJOR CUSTOMERS AND SUPPLIERS

Major Customers

For the year ended December 31, 2020, the transaction amounts of the Group's top five customers accounted for 55.8% (2019: 46.2%) of the Group's total revenues while the transaction amounts of our single largest customer, Beijing Dajia Internet Information Technology Co., Ltd., accounted for 19.1% (2019: Beijing Tencent Culture Media Company Limited, 22.5%) of the Group's total revenues.

Major Suppliers

For the year ended December 31, 2020, the transaction amounts of the Group's top five suppliers accounted for 67.7% (2019: 87.6%) of the total purchases while the transaction amounts of our single largest supplier, Beijing Tencent Culture Media Company Limited, accounted for 60.2% (2019: 82.8%) of the Group's total purchases.

During the Reporting Period, none of the Directors, any of their close associates or any Shareholders (which to the knowledge of the Directors owns more than 5% of the number of the issued Shares) was interested in the top five customers or suppliers of the Group.

PROPERTY, PLANT AND EQUIPMENT

Details of the movements in the property, plant and equipment of the Company and the Group during the Reporting Period are set out in note 16 to the consolidated financial statements.

SHARE CAPITAL

Details of movements in the Company's share capital during the Reporting Period are set out in note 34 to the consolidated financial statements.

RESERVES

Details of the movements in the reserves of the Company and the Group during the Reporting Period are set out in the consolidated statement of changes in equity on pages 82 to 83 of this annual report. As of December 31, 2020, the Company had retained nil (2019: nil) profits under HKFRSs as reserves available for distribution to our Shareholders.

WEIMOB INC. Annual Report 2020

39

DIRECTORS' REPORT

BANK BORROWINGS

Particulars of bank borrowings of the Company and the Group as of December 31, 2020 are set out in note 32 to the consolidated financial statements.

DIRECTORS

The Directors during the Reporting Period and up to the date of this annual report are as follows:

Executive Directors:

Mr. SUN Taoyong (Chairman)

Mr. FANG Tongshu

Mr. YOU Fengchun

Mr. HUANG Junwei

Independent Non-executive Directors:

Dr. SUN Mingchun

Dr. LI Xufu

Mr. TANG Wei

In accordance with the Article 16.19 of the Articles of Association, at every annual general meeting of the Company one-third of the Directors for the time being (or, if their number is not three or a multiple of three, then the number nearest to, but not less than, one-third) shall retire from office by rotation provided that every Director (including those appointed for a specific term) shall be subject to retirement by rotation at least once every three years. A retiring Director shall retain office until the close of the meeting at which he retires and shall be eligible for re-election thereat.

Accordingly, Mr. SUN Taoyong, Dr. SUN Mingchun and Dr. LI Xufu shall retire by rotation at the AGM and they being eligible, offer themselves for re-election.

Details of the Directors to be re-elected at the AGM are set out in the circular to the Shareholders.

DIRECTORS AND SENIOR MANAGEMENT

Biographical details of the Directors and senior management of the Company are set out on pages 30 to 33 of this annual report.

CONFIRMATION OF INDEPENDENCE FROM THE INDEPENDENT NON-EXECUTIVE DIRECTORS

The Company has received from each of the independent non-executive Directors a confirmation of his independence pursuant to Rule 3.13 of the Listing Rules and the Company considers all of the independent non-executive Directors are independent during the Reporting Period and up to the date of this annual report.

40 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

DIRECTORS' SERVICE CONTRACTS AND LETTERS OF APPOINTMENTS

Each of the executive Directors has entered into a service contract with the Company for an initial fixed term of three years commencing from the Listing Date and will continue thereafter until terminated by not less than three months' notice in writing served by either party on the other, which notice shall not expire until after the fixed term.

Each of the independent non-executive Directors has entered into a letter of appointment with the Company for an initial fixed term of three years commencing from the Listing Date and will continue thereafter until terminated by not less than three months' notice in writing served by either party on the other, which notice shall not expire until after the fixed term.

Save as disclosed above, none of the Directors has entered into, or has proposed to enter into, a service contract with the Group (other than contracts expiring or determinable by the employer within one year without payment of compensation (other than statutory compensation)).

DIRECTORS' INTERESTS IN TRANSACTIONS, ARRANGEMENTS OR CONTRACTS OF SIGNIFICANCE

None of the Directors had a material interest, either directly or indirectly, in any transaction, arrangement or contract of significance to the business of the Group to which the Company, or any of its subsidiaries or fellow subsidiaries was a party during the year ended December 31, 2020 and up to the date of this annual report.

MANAGEMENT CONTRACTS

No contracts concerning the management and administration of the whole or any substantial part of the business of the Company were entered into or existed during the Reporting Period and up to the date of this annual report.

EMOLUMENT POLICY

A remuneration committee was set up for reviewing the Group's emolument policy and structure for all remuneration of the Directors and senior management of the Group, having regard to the Group's operating results, individual performance of the Directors and senior management and comparable market practices.

Details of the emoluments of the Directors, and the five highest paid individuals during the Reporting Period are set out in notes 8 and 41 to the consolidated financial statements.

RETIREMENT AND EMPLOYEE BENEFITS SCHEME

Details of the retirement and employee benefits scheme of the Company are set out in notes 8 and 41 to the consolidated financial statements.

WEIMOB INC. Annual Report 2020

41

DIRECTORS' REPORT

DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITION IN SHARES, UNDERLYING SHARES AND DEBENTURES

As of December 31, 2020, the interests and short positions of the Directors and the chief executive of the Company in the shares, underlying shares and debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO which had been notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they were taken or deemed to have under such provisions of the SFO), or which were recorded in the register required to be kept by the Company pursuant to section 352 of the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code as set out in Appendix 10 to the Listing Rules were as follows:

Interests in Shares

Approximate

Number of

Percentage of

Long/short

Name of Director

Capacity/Nature of Interest

Shares

Shareholding (%)

position

Mr. SUN Taoyong

Settlor of a discretionary trust(1);

406,380,000

18.02

Long position

("Mr. SUN")

interest held jointly with other

171,000,000

7.58

Short position

persons(2)

Mr. FANG Tongshu

Interest in controlled corporation(3);

406,380,000

18.02

Long position

("Mr. FANG")

interest held jointly with other

171,000,000

7.58

Short position

persons(2)

Mr. YOU Fengchun

Settlor of a discretionary trust(4);

406,380,000

18.02

Long position

("Mr. YOU")

interest held jointly with other

171,000,000

7.58

Short position

persons(2)

Mr. HUANG Junwei

Beneficial owner

13,940,000

0.62

Long position

42 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

Notes:

  1. Mr. SUN's interest in the Company is indirectly held through Yomi.sun Holding Limited (the "Sun SPV"). Sun SPV is a company incorporated in the British Virgin Islands, and is wholly-owned by Youmi Investment Limited. Youmi Investment Limited is beneficially owned by the Youmi Trust, which was established by Mr. SUN as the settlor, appointor and investment manager. Cantrust (Far East) Limited is the trustee of the Youmi Trust, and Mr. SUN and his family members are the beneficiaries of the Youmi Trust. Mr. SUN is also a director of the Sun SPV. As such, each of Mr. SUN, Cantrust (Far East) Limited and Youmi Investment Limited is deemed to be interested in the Shares held by Sun SPV.
  2. Mr. SUN, Mr. FANG and Mr. YOU are parties acting in concert (having the meaning ascribed thereto in the Hong Kong Code on Takeovers and Mergers) and form the Substantial Shareholders Group. As such, each of Mr. SUN, Mr. FANG and Mr. YOU is deemed to be interested in the Shares held by other members of the Substantial Shareholders Group.
  3. Jeff.Fang Holding Limited (the "Fang SPV") is wholly-owned by Mr. FANG. Under the SFO, Mr. FANG is deemed to be interested in the Shares held by Fang SPV.
  4. Mr. YOU's interest in the Company is indirectly held through Alter.You Holding Limited (the "You SPV"). You SPV is a company incorporated in the British Virgin Islands, and is wholly-owned by Fount Investment Limited. Fount Investment Limited is beneficially owned by the Fount Trust, which was established by Mr. YOU as the settlor, appointor and investment manager. Infiniti Trust (Asia) Limited is the trustee of the Fount Trust, and Mr. YOU and his family members are the beneficiaries of the Fount Trust. Mr. YOU is also a director of the You SPV. As such, each of Mr. YOU, Infiniti Trust (Asia) Limited and Fount Investment Limited is deemed to be interested in the Shares held by You SPV.

Save as disclosed above, as of December 31, 2020, none of the Directors or the chief executive of the Company had or was deemed to have any interest or short positions in the shares, underlying shares or debentures of the Company or its associated corporations (within the meaning of Part XV of the SFO) that was required to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they were taken or deemed to have under such provisions of the SFO), or required to be recorded in the register required to be kept by the Company under Section 352 of the SFO, or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code.

DIRECTORS' RIGHTS TO ACQUIRE SHARES OR DEBENTURES

Save as otherwise disclosed in this annual report, at no time during the Reporting Period was the Company or its subsidiaries a party to any arrangement that would enable the Directors to acquire benefits by means of acquisition of shares in or debentures of the Company or any other body corporate, and none of the Directors or their spouses or children under the age of 18 were granted any right to subscribe for the share capital or debt securities of the Company or any other body corporate, or had exercised any such right.

WEIMOB INC. Annual Report 2020

43

DIRECTORS' REPORT

SUBSTANTIAL SHAREHOLDERS' INTERESTS AND SHORT POSITIONS IN SHARES AND UNDERLYING SHARES

As of December 31, 2020, to the best knowledge of the Directors, the following persons (other than a Director or chief executive of the Company) had interests or short positions in the Shares or underlying Shares were required to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the SFO, or recorded in the register required to be kept by the Company under section 336 of the SFO:

Interests in Shares

Approximate

Number of

Percentage of

Long/short

Name of Shareholder

Capacity/Nature of Interest

Shares

Shareholding (%)

position

Cantrust (Far East) Limited

Trustee(1)

321,145,000

14.24

Long position

136,000,000

6.03

Short position

Youmi Investment Limited

Interest in controlled corporation(1)

321,145,000

14.24

Long position

136,000,000

6.03

Short position

Sun SPV

Beneficial interest(1)

321,145,000

14.24

Long position

136,000,000

6.03

Short position

Tencent Mobility Limited

Beneficial interest(2)

58,665,000

2.60

Long position

THL H Limited

Beneficial interest(2)

122,220,000

5.42

Long position

Tencent Holdings Limited

Interest in controlled corporation(2)

180,885,000

8.02

Long position

Credit Suisse Group AG

Interest in controlled corporation;

205,623,242

9.12

Long position

investment manager(3)

177,306,429

7.86

Short position

JPMorgan Chase & Co.

Interest in controlled corporation;

142,983,646

6.34

Long position

investment manager; person

72,808,170

3.23

Short position

having a security interest in shares;

12,222,248

0.54

Lending pool

approved lending agent(4)

BlackRock, Inc.

Interest in controlled corporation(5)

135,858,091

6.02

Long position

9,759,000

0.43

Short position

Notes:

  1. Sun SPV is a company incorporated in the British Virgin Islands, and is wholly-owned by Youmi Investment Limited. Youmi Investment Limited is beneficially owned by the Youmi Trust, which was established by Mr. SUN as the settlor, appointor and investment manager. Cantrust (Far East) Limited is the trustee of the Youmi Trust, and Mr. SUN and his family members are the beneficiaries of the Youmi Trust. Mr. SUN is also a director of the Sun SPV. As such, each of Mr. SUN, Cantrust (Far East) Limited and Youmi Investment Limited is deemed to be interested in the shares held by Sun SPV.
  2. Tencent Mobility Limited and THL H Limited are wholly-owned subsidiaries of Tencent Holdings Limited. Under the SFO, Tencent Holdings Limited is deemed to be interested in 58,665,000 Shares held by Tencent Mobility Limited and 122,220,000 Shares held by THL H Limited.

44 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

  1. Credit Suisse Group AG holds equity interests in the Shares through the companies controlled or indirectly controlled by it.
  2. JPMorgan Chase & Co. holds equity interests in the Shares through the companies directly controlled by it.
  3. BlackRock, Inc holds equity interests in the Shares through the companies controlled or indirectly controlled by it.

Save as disclosed above, as of December 31, 2020, the Directors were not aware of any persons (other than the Directors or chief executive of the Company) who had interests or short positions in the Shares or underlying Shares which were required to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the SFO, or recorded in the register required to be kept by the Company under section 336 of the SFO.

2018 RESTRICTED STOCK UNIT PLAN

The 2018 restricted stock unit plan (the "2018 RSU Plan") of the Company was approved and adopted by the Board on July 1, 2018 (the "2018 RSU Plan Adoption Date"). The 2018 RSU Plan is not subject to the provisions of chapter 17 of the Listing Rules. The purpose of the 2018 RSU Plan is to recognize and reward participants for their contribution to the Group, to attract best available personnel to provide services to the Group, and to provide additional incentives to them to remain with and further promote the success of the Group's business. For more information on the 2018 RSU Plan, please refer to the section headed "F. RSU PLAN" under Statutory and General Information in Appendix IV of the Prospectus. Certain principal terms and details of the RSU Plan are summarized as follows:

Effectiveness and Duration

Subject to any early termination as may be determined by the Board pursuant to terms of the 2018 RSU Plan, the 2018 RSU Plan shall be valid and effective for a period of 10 years commencing on the 2018 RSU Plan Adoption Date, after which no awards will be granted, but the provisions of this RSU Plan shall in all other respects remain in full force and effect and the awards granted during the term of the 2018 RSU Plan may continue to be valid and exercisable in accordance with their respective terms of grant.

Administration

The 2018 RSU Plan shall be subject to the administration of the administrator (the "Administrator"), being (i) prior to the Listing, Mr. Sun Taoyong, and (ii) immediately after the consummation of the Listing, the committee comprising of certain members appointed by the Board from time to time, in accordance with the terms and conditions of the 2018 RSU Plan. The Administrator may, from time to time, select the participants to whom a grant of a RSU (the "Awards") may be granted.

The Administrator shall have the sole and absolute right to (a) interpret and construe the provisions of the 2018 RSU Plan, (b) determine the persons who will be granted Awards under the 2018 RSU Plan, the terms and conditions on which Awards are granted and when the RSUs granted pursuant to the 2018 RSU Plan may vest, (c) make such appropriate and equitable adjustments to the terms of the Awards granted under the 2018 RSU Plan as it deems necessary; and (d) make such other decisions or determinations as it shall deem appropriate or desirable in respect of the foregoing (a), (b) and (c).

WEIMOB INC. Annual Report 2020

45

DIRECTORS' REPORT

Who may join

Those eligible to participate in the 2018 RSU Plan (the "2018 RSU Plan Participants") include: (a) full-time employees (including directors, officers and members of senior management) of the Group; and (b) any person who, in the sole opinion of the Administrator, has contributed or will contribute to any member of the Group (including business partners of any member of the Group, such as suppliers, clients, or any persons who provide technical support, consultancy, advisory or other services to any member of the Group).

Maximum number of shares

The total number of Shares underlying the 2018 RSU Plan ("2018 RSU Limit") shall not exceed the aggregate of 14,099 Shares as of the date of adoption of the 2018 RSU Plan initially held by the Weimob Teamwork as transferred from a company wholly-owned by Mr. Sun Taoyong, representing 4.12% of the issued Shares as of the 2018 RSU Plan Adoption Date (on a fully diluted and as-converted basis assuming all the Shares underlying the 2018 RSU Plan have been issued). Immediately following the completion of the capitalization issue and the global offering of the Company on January 15, 2019, the aggregate number of Shares held by the Weimob Teamwork was 70,495,000 Shares, representing approximately 3.13% of the issued Shares as of December 31, 2020. Weimob Teamwork has been appointed as the trustee pursuant to the trust deed to administrate the 2018 RSU Plan.

Details of the RSUs granted under the 2018 RSU Plan

As of December 31, 2020, the aggregate number of Shares underlying the granted RSUs under the 2018 RSU Plan was 69,670,000 Shares, representing approximately 3.09% of the issued share capital of the Company as of December 31, 2020, and the aggregate number of Shares underlying the vested RSUs under the 2018 RSU Plan was 63,980,000 Shares. As of the date of this annual report, the aggregate number of Shares underlying the granted RSUs and the aggregate number of Shares underlying the vested RSUs under the 2018 RSU Plan remained unchanged.

Details of the RSUs granted pursuant to the 2018 RSU Plan to the Director are set out below:

Number of Shares

Approximate

underlying

percentage of

the RSUs granted

shareholding

Vesting period (subject to

as of December 31,

as of December 31,

other conditions in the

Name of Director

2020(1)

2020(1)

Grant date

2018 RSU Plan)

Mr. HUANG Junwei

13,940,000

0.62%

July 1, 2018

80% of which vested on

July 6, 2018

10% of which vested on

July 1, 2019

10% of which vested on

July 1, 2020

Note:

  1. As of the date of this annual report, the number of Shares underlying the RSUs under the 2018 RSU Plan granted to Mr. Huang Junwei remained unchanged.

46 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

2020 RESTRICTED SHARE UNIT SCHEME

The 2020 restricted share unit scheme (the "2020 RSU Scheme") of the Company (including the RSU Scheme Annual Mandate, as defined below) was adopted by the Board on May 25, 2020 and was approved and adopted by the Shareholders at the annual general meeting of the Company held on June 29, 2020 (the "2020 RSU Scheme Adoption Date"). The 2020 RSU Scheme does not constitute a share option scheme pursuant to Chapter 17 of the Listing Rules and is a discretionary scheme of the Company. The purpose of the 2020 RSU Scheme is to recognize and reward participants for their contribution to the Group, to attract best available personnel, and to provide additional incentives to them to remain with and further promote the success of the Group's business. For more information on the 2020 RSU Scheme, please refer to the announcement and the circular of the Company dated May 25, 2020 and May 28, 2020, respectively. Certain principal terms and details of the 2020 RSU Scheme are summarized as follows:

Effectiveness and Duration

Subject to any early termination as may be determined by the Board pursuant to terms of the 2020 RSU Scheme, the 2020 RSU Scheme shall be valid and effective for a period of 10 years commencing on the Adoption Date, after which no awards will be granted, but the provisions of the 2020 RSU Scheme shall in all other respects remain in full force and effect and the awards granted during the term of the 2020 RSU Scheme may continue to be valid and exercisable in accordance with their respective terms of grant.

Administration

The 2020 RSU Scheme shall be subject to the administration of the administrator (the "2020 RSU Scheme Administrator"), being the Board or a committee comprising of certain members appointed by the Board from time to time, in accordance with the terms and conditions of the 2020 RSU Scheme. The 2020 RSU Scheme Administrator may, from time to time, select the participants to whom a grant of a restricted stock unit (the "2020 RSU Awards") may be granted.

The 2020 RSU Scheme Administrator shall have the sole and absolute right to (a) interpret and construe the provisions of the 2020 RSU Scheme, (b) determine the persons who will be granted 2020 RSU Awards under the 2020 RSU Scheme, the terms and conditions on which 2020 RSU Awards are granted and when the RSUs granted pursuant to the 2020 RSU Scheme may vest, (c) make such appropriate and equitable adjustments to the terms of the 2020 RSU Awards granted under the 2020 RSU Scheme as it deems necessary; and (d) make such other decisions or determinations as it shall deem appropriate or desirable in respect of the foregoing (a), (b) and (c). All the decisions, determinations and interpretations made by the 2020 RSU Scheme Administrator in accordance with this Scheme shall be final, conclusive and binding on all parties.

Who may join

Those eligible to participate in the 2020 RSU Scheme (the "2020 RSU Scheme Participants") include: (a) full-time employees (including directors, officers and members of senior management) of the Group; and (b) any person who, in the sole opinion of the 2020 RSU Scheme Administrator, has contributed or will contribute to any member of the Group (including business partners of any member of the Group, such as suppliers, clients, or any persons who provide technical support, consultancy, advisory or other services to any member of the Group).

WEIMOB INC. Annual Report 2020

47

DIRECTORS' REPORT

Maximum number of Shares

No Award shall be granted pursuant to the 2020 RSU Scheme if as a result of such grant (assumed accepted), the aggregate number of Shares underlying all grants made pursuant to the 2020 RSU Scheme (excluding 2020 RSU Awards that have lapsed or been cancelled in accordance with the rules of the 2020 RSU Scheme) will exceed 3% of the total issued Shares at the relevant date of Shareholders' approval (the "RSU Mandate Limit").

The RSU Mandate Limit may be refreshed from time to time subject to prior approval of the Shareholders, but in any event, the total number of Shares that may underlie the 2020 RSU Awards granted following the date of approval of the refreshed limit (the "New Approval Date") as refreshed from time to time must not exceed 3% of the total issued Shares at the relevant date of Shareholders' approval. Shares underlying the RSUs granted pursuant to the 2020 RSU Scheme (including those outstanding, cancelled, lapsed or vested) prior to the New Approval Date will not be counted for the purpose of determining the maximum aggregate number of Shares that may underlie the RSUs granted following the New Approval Date under the limit as renewed.

To the extent that the Company may, during the Relevant Period (as defined below), grant RSUs pursuant to the 2020 RSU Scheme which may be satisfied by the Company allotting and issuing new Shares upon the vesting of the RSUs, the Company shall at its general meeting propose for the Shareholders to consider and, if thought fit, pass an ordinary resolution approving a mandate specifying:

  1. the maximum number of new Shares that may underlie RSUs granted pursuant to the 2020 RSU Scheme during the Relevant Period; and
  2. that the Board has the power to allot and issue Shares, procure the transfer of Shares and otherwise deal with Shares pursuant to the vesting of RSUs that are granted pursuant to the 2020 RSU Scheme during the Relevant Period as and when the RSUs vest.

The above mandate shall remain in effect during the period commencing from the date of the general meeting at which the ordinary resolution granting the mandate is passed until the earliest of:

  1. the conclusion of the first annual general meeting of the Company following the passing of the above resolution;
  2. the end of the period within which the Company is required by any applicable laws or by the memorandum and articles of association of the Company to hold the next annual general meeting of the Company; and
  3. the date on which such mandate is varied or revoked by an ordinary resolution of the Shareholders in a general meeting,

(the "Relevant Period").

48 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

Details of the RSUs granted under the 2020 RSU Scheme

Pursuant to the RSU Scheme Annual Mandate approved by the Shareholders at the annual general meeting held on June 29, 2020, the Company is authorised to allot and issue up to 44,767,320 new Shares to satisfy the grant of 2020 RSU Awards, representing approximately 2% of the total number of the issued Shares as at the date of the annual general meeting.

As disclosed in the announcement of the Company dated October 15, 2020, the Board approved the grant of 2020 RSU Awards in respect of an aggregate of 20,620,000 underlying Shares to 252 grantees for nil consideration under the 2020 RSU Scheme, which was subject to acceptance by the grantees. Due to the termination of employment, five grantees failed to accept the grant of 2020 RSU Awards in respect of an aggregate of 270,000 underlying Shares. All of the grantees are employees of the Company and none of them are Directors or other connected persons of the Company. As of December 31, 2020, the aggregate number of Shares underlying the outstanding RSUs under the 2020 RSU Scheme was 17,603,600 Shares, representing approximately 0.78% of the issued share capital of the Company as of December 31, 2020.

Details of the outstanding RSUs granted pursuant to the 2020 RSU Scheme and the movements during the Reporting Period are set out below:

Number of

Number of

Shares

Shares

underlying the

underlying the

Approximate

RSUs outstanding

RSUs outstanding

Vesting Period

percentage of

as of

Granted

Vested

Lapsed

as of

(subject to other

shareholding as of

December 31,

during the

during the

during the

December 31,

conditions in the

December 31,

Category of grantee

2019

Reporting Period

Grant date

Reporting Period

Reporting Period

2020

2020 RSU Scheme)

2020

Within

Employees

-

20,350,000

October 15, 2020

2,746,400

-

17,603,600

four years

0.78%

EQUITY-LINKED AGREEMENT

Save as disclosed in the Prospectus, there was no equity-linked agreement entered into by the Company or any of its subsidiaries during the Reporting Period.

PURCHASE, REDEMPTION OR SALE OF THE LISTED SECURITIES

Save as disclosed above, neither the Company nor any of its subsidiaries has purchased, redeemed or sold any of the Company's listed securities during the year ended December 31, 2020.

PRE-EMPTIVE RIGHTS

There are no provisions for pre-emptive rights under the Articles of Association or the laws of the Cayman Islands that would oblige the Company to offer new shares on a pro-rata basis to the existing Shareholders.

DIRECTORS' INTEREST IN COMPETING BUSINESS

During the Reporting Period, none of the Directors or their respective associates had any interests in business, which compete or are likely to compete either directly or indirectly, with the business of the Group.

WEIMOB INC. Annual Report 2020

49

DIRECTORS' REPORT

CONTINUING CONNECTED TRANSACTIONS

During the Reporting Period, the Group conducted the following continuing connected transactions:

Non-exempt Continuing Connected Transactions

As disclosed in the Prospectus, the following transactions of the Group constituted continuing connected transactions of the Company. For further details of the continuing connected transactions, please refer to the section headed "Connected Transactions - Non-exempt Continuing Connected Transaction" on pages 221 to 223 of the Prospectus.

On December 5, 2018, the Company (for itself and on behalf of its subsidiaries) entered into a framework agreement with Shanghai Weimob Enterprise Co., Ltd. ("Weimob Enterprise") and Shanghai Xiaomeng Investment Management Company Limited ("Xiaomeng Investment") (for themselves and on behalf of their respective subsidiaries) (together with their respective subsidiaries, the "WE Group"), pursuant to which, the Group shall provide targeted marketing services to WE Group through (i) its digital marketing platform integrated with analytics and optimization technology and (ii) premium media sources (the "Advertising Cooperation Framework Agreement"). The precise scope of service, fee calculation, method of payment and other details of the service arrangement will be agreed between the relevant parties separately. The term of the Advertising Cooperation Framework Agreement commenced on the Listing Date and will expire on December 31, 2020. Xiaomeng Investment and Weimob Enterprise were previously associates of Mr. Sun Taoyong and therefore connected persons of the Company under Rule 14A.07(4) of the Listing Rules. As at the date of this annual report, Xiaomeng Investment and Weimob Enterprise are no longer associates of Mr. Sun Taoyong, and therefore do not constitute the connected persons of the Company due to their shareholding changes in June 2020.

In consideration for the advertising services provided by the Company, the Company will charge WE Group following the costs charged to it by the relevant media publishers and using different pricing models such as CPC or CPM, or a combination of these two models, depending on the means of cooperation and the platforms where the advertising services are provided. And the Company will recognize rebates subsequently received from the media publisher as its revenue. Such pricing policy is normally applicable to the Company's other advertisers using its targeted marketing services which are independent from the Company at the time of the transactions.

The proposed annual caps for the purchase of advertising traffic on behalf of WE Group under the Advertising Cooperation Framework Agreement for the three years ended/ending December 31, 2020 are RMB18.2 million, RMB18.2 million and RMB18.2 million, respectively. The actual transaction amount for the year ended December 31, 2020 was nil.

During the Reporting Period, the independent non-executive Directors reviewed the above non-exempted continuing connected transactions and confirmed that such transactions were entered into:

  1. in the ordinary and usual course of business of the Group;
  2. on normal commercial terms or better; and
  3. in accordance with the agreements for such transactions, the terms of which are fair and reasonable, and are in the interest of the Shareholders as a whole.

50 WEIMOB INC. Annual Report 2020

DIRECTORS' REPORT

The auditor of the Company was engaged to report on the Group's continuing connected transactions in accordance with Hong Kong Standard on Assurance Engagements 3000 (Revised) "Assurance Engagements Other Than Audits or Reviews of Historical Financial Information" and with reference to Practice Note 740 "Auditor's Letter on Continuing Connected Transactions under the Hong Kong Listing Rules" issued by the Hong Kong Institute of Certified Public Accountants. The auditor of the Company has issued its unqualified letter containing its findings and conclusions in respect of the continuing connected transactions disclosed by the Group in this annual report in accordance with Rule 14A.56 of the Listing Rules.

Certain connected party transactions mentioned in note 40 to the consolidated financial statements constituted the connected transactions or continuing connected transactions as defined in Chapter 14A of the Listing Rules, and are in compliance with the disclosure requirements in Chapter 14A of the Listing Rules.

Save as disclosed in this annual report, during the Reporting Period, there were no connected transactions or continuing connected transactions which are required to be disclosed by the Company in accordance with the provisions concerning the disclosure of connected transactions under Chapter 14A of the Listing Rules.

DONATIONS

During the Reporting Period, the charitable and other donations made by the Group amounted to RMB10 million.

MATERIAL LEGAL PROCEEDINGS

During the Reporting Period, the Company was not involved in any material legal proceeding or arbitration. To the best knowledge of the Directors, there is no material legal proceeding or claim which is pending or threatened against the Company.

PERMITTED INDEMNITY PROVISIONS

During the Reporting Period and up to the date of this annual report, there were no permitted indemnity provisions which were or are currently in force, and are beneficial to the Directors (whether they were entered into by the Company or others) or any directors of the Company's connected companies (if they were entered into by the Company). The Company has purchased appropriate liability insurance for its Directors and senior staff members.

EVENTS AFTER THE BALANCE SHEET DATE

Details of significant events occurring after the balance sheet date are set out in note 43 to the consolidated financial statements.

Save as disclosed in this annual report, there were no other significant events that might affect the Group after December 31, 2020 and up to the date of this annual report.

WEIMOB INC. Annual Report 2020

51

DIRECTORS' REPORT

AUDIT COMMITTEE

The audit committee of the Company (the "Audit Committee") has, together with the senior management of the Company and the external auditor of the Company, reviewed the accounting principles and practices adopted by the Group as well as the audited consolidated financial statements of the Group for the year ended December 31, 2020.

CORPORATE GOVERNANCE

The Company is committed to maintaining high level of corporate governance practices. Details of the corporate governance practices adopted by the Company are set out in the Corporate Governance Report on pages 53 to 72 of this annual report.

PUBLIC FLOAT

Based on the information that is publicly available to the Company and to the best knowledge of the Directors, at least 25% (being the minimum public float prescribed by the Stock Exchange and the Listing Rules) of the Company's entire issued share capital were held by the public at any time during the Reporting Period and up to the date of this annual report.

AUDITOR

PricewaterhouseCoopers is appointed as auditor of the Company for the year ended December 31, 2020. PricewaterhouseCoopers has audited the accompanying financial statements which were prepared in accordance with the HKFRS.

PricewaterhouseCoopers is subject to retirement and, being eligible, offers itself for re-appointment at the AGM. A resolution for re-appointment of PricewaterhouseCoopers as auditor of the Company will be proposed at the AGM. There have been no other changes of auditor in the past three years.

By order of the Board

Sun Taoyong

Chairman of the Board

Shanghai, March 17, 2021

52 WEIMOB INC. Annual Report 2020

CORPORATE GOVERNANCE REPORT

CORPORATE GOVERNANCE PRACTICES

The Group is committed to maintaining a high standard of corporate governance to safeguard the interests of its shareholders and enhance its value and accountability. The Company has adopted the principles and code provisions as set out in the Corporate Governance Code.

During the Reporting Period, the Company has complied with all the applicable code provisions under the Corporate Governance Code with the exception for the deviation from code provision A.2.1 of the Corporate Governance Code.

Code provision A.2.1 of the Corporate Governance Code requires that the roles of chairman of the board of directors and chief executive officer should be separate and should not be performed by the same individual. Mr. SUN Taoyong is the Chairman of the Board and chief executive officer of the Company. Throughout the business history of the Company, Mr. SUN Taoyong has been the key leadership figure of the Group, who has been primarily involved in the strategic development, overall operational management and major decision making of the Group. Taking into account the continuation of the implementation of the Company's business plans, the Directors consider that at the current stage of development of the Group, vesting the roles of both Chairman and the chief executive officer in Mr. SUN Taoyong is beneficial and in the interests of the Company and its shareholders as a whole. The Board will review the current structure from time to time and shall make necessary changes when appropriate and inform the Shareholders accordingly.

The Group will continue to review and monitor its corporate governance practices in order to ensure the compliance with the Corporate Governance Code.

BOARD OF DIRECTORS

Responsibilities

The Board is responsible for the overall leadership of the Group, oversees the Group's strategic decisions and monitors business and performance. The Board has delegated the authority and responsibility for day-to-day management and operation of the Group to the senior management of the Group. To oversee particular aspects of the Company's affairs, the Board has established three Board committees, including the Audit Committee, the remuneration committee (the "Remuneration Committee") and the nomination committee (the "Nomination Committee") (collectively, the "Board Committees"). The Board has delegated to the Board Committees responsibilities as set out in their respective terms of reference.

All Directors shall ensure that they carry out their duties in good faith, in compliance with applicable laws and regulations, and in the interests of the Company and its shareholders at all times.

The Company has arranged appropriate insurance coverage in respect of liability arising from legal action against its Directors, and will conduct annual review on such insurance coverage.

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BOARD COMPOSITION

As at the date of this annual report, the Board comprised four executive Directors and three independent non-executive Directors as set out below:

Executive Directors:

Mr. SUN Taoyong

Mr. FANG Tongshu

Mr. YOU Fengchun

Mr. HUANG Junwei

Independent Non-executive Directors:

Dr. SUN Mingchun

Dr. LI Xufu

Mr. TANG Wei

The biographies of the Directors are set out under the section headed "Directors and Senior Management" of this annual report.

During the Reporting Period, the Board has met the requirements of Rules 3.10(1) and 3.10(2) of the Listing Rules relating to the appointment of at least three independent non-executive directors with at least one possessing appropriate professional qualifications or accounting or related financial management expertise.

The Company has also complied with Rule 3.10A of the Listing Rules, which relates to the appointment of independent non-executive directors representing at least one-third of the Board.

Each of the independent non-executive Directors has confirmed his independence pursuant to Rule 3.13 of the Listing Rules and the Company considers each of them to be independent.

Save as disclosed in the biographies of the Directors as set out in the section headed "Directors and Senior Management" of this annual report, none of the Directors has any personal relationship (including financial, business, family or other material/relevant relationship) with any other Directors or any chief executive.

All Directors, including independent non-executive Directors, have brought a wide spectrum of valuable business experience, knowledge and expertise to the Board for its efficient and effective functioning. Independent non-executive Directors are invited to serve on the Audit Committee, the Remuneration Committee and the Nomination Committee.

As regards the code provision under the Corporate Governance Code requiring directors to disclose the number and nature of offices held in public companies or organizations and other significant commitments as well as their identity and the time involved to the issuer, the Directors have agreed to disclose their commitments to the Company in a timely manner.

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BOARD DIVERSITY POLICY

The Company believes that the diversity of Board members will be immensely beneficial for the enhancement of the Company's performance. Therefore, the Company has adopted a board diversity policy (the "Board Diversity Policy") to ensure that the Company will, when determining the composition of the Board, consider board diversity in terms of, among other things, age, cultural and educational background, professional experience, skills and knowledge. All appointments by the Board will be based on meritocracy, and candidates will be considered against objective criteria, having due regard for the benefits of diversity on the Board. The Board Diversity Policy is summarized as follows:

The Company has adopted a Board Diversity Policy which sets out the objective and provides that all appointments of the members of the Board should be made on merit, in the content of the talents, skills and experience the Board as a whole requires to be effective. The Nomination Committee will review and assess the composition of the Board and make recommendations to the Board on appointment of members of the Board. Meanwhile, the Nomination Committee will consider the benefits of all aspects of diversity, including without limitation, professional experience, skills, knowledge, education background, age, gender, cultural and ethnicity and length of service, in order to maintain an appropriate range and balance of talents, skills, experience and diversity of perspectives on the Board. Since Listing, the Nomination Committee has reviewed the Board Diversity Policy and its compliance with the Corporate Governance Code to ensure its continued effectiveness and the Company will disclose in its corporate governance report about the implementation of the Board Diversity Policy on annual basis.

Having reviewed the Board composition, the Nomination Committee recognizes the importance and benefits of the gender diversity at the Board level and shall continue to take initiatives to identify at least one female candidate to enhance the gender diversity among the Board members.

INDUCTION AND CONTINUOUS PROFESSIONAL DEVELOPMENT

All newly appointed Directors would be provided with necessary induction and information to ensure that they have a proper understanding of the Company's operations and businesses as well as their responsibilities under relevant statutes, laws, rules and regulations. The Company also arranges regular seminars to provide the Directors with updates on the latest development and changes in the Listing Rules and other relevant legal and regulatory requirements from time to time. The Directors are also provided with regular updates on the Company's performance, position and prospects to enable the Board as a whole and each Director to discharge their duties.

The Company encourages continuous professional development training for all the Directors to develop and refresh their knowledge and skills. The joint company secretaries of the Company update and provide the Directors with written training materials in relation to their roles, functions and duties from time to time.

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Based on the information provided by the Directors, during the year ended December 31, 2020, a summary of training received by the Directors is as follows:

Nature of Continuous

Name of Director

Professional Development

Mr. SUN Taoyong

A, B, C and D

Mr. FANG Tongshu

A, B, C and D

Mr. YOU Fengchun

A, B, C and D

Mr. HUANG Junwei

A, B, C and D

Dr. SUN Mingchun

A and B

Dr. LI Xufu

A and B

Mr. TANG Wei

A and B

Notes:

  1. attending seminars and/or conferences and/or forums and/or briefings
  2. making speeches at seminars and/or conferences and/or forums
  3. participating in training provided by law firms and that relating to the business of the Company
  4. reading materials on various topics, including corporate governance matters, directors' duties and responsibilities, Listing Rules and other relevant laws

CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Under code provision A.2.1 of the Corporate Governance Code, the roles of chairman of the Board and chief executive officer should be separate and should not be performed by the same individual.

Mr. SUN Taoyong currently serves as the Chairman of the Board and chief executive officer of the Company. He is responsible for formulation of business plans, strategies and other major decisions of the Group, as well as overall management of the Group. The Board believes that at the current stage of development of the Group, vesting the roles of both Chairman and the Chief Executive Officer in the same person provides the Company with strong and consistent leadership, and allows for effective and efficient planning and implementation of business decisions and strategies. The Board also meets regularly on a quarterly basis to review the operations of the Company led by Mr. SUN. Accordingly, the Board believes that this arrangement will not impact on the balance of power and authorizations between the Board and the management of the Company.

APPOINTMENT AND RE-ELECTION OF DIRECTORS

Each of the executive Directors has entered into a service contract with the Company for an initial fixed term of three years commencing from the Listing Date and will continue thereafter until terminated by not less than three months' notice in writing served by either party on the other, which notice shall not expire until after the fixed term.

Each of the independent non-executive Directors has entered into a letter of appointment with the Company for an initial fixed term of one year commencing from the Listing Date and will continue thereafter until terminated by not less than three months' notice in writing served by either party on the other, which notice shall not expire until after the fixed term.

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Save as disclosed above, none of the Directors has entered into, or has proposed to enter into, a service contract with the Group (other than contracts expiring or determinable by the employer within one year without payment of compensation (other than statutory compensation)).

Pursuant to the Articles of Association, at every annual general meeting of the Company, one-third of the Directors for the time being (or, if their number is not three or a multiple of three, then the number nearest to, but not less than, one-third) shall retire from office by rotation provided that every Director (including those appointed for a specific term) shall be subject to retirement by rotation at least once every three years. Any Director appointed pursuant to Article

16.2 or Article 16.3 shall not be taken into account in determining the number of Directors and which Directors are to retire by rotation. A retiring Director shall retain office until the close of the meeting at which he retires and shall be eligible for re-election thereat. The Company at any annual general meeting at which any Directors retire may fill the vacated office by electing a like number of persons to be Directors.

The procedures and process of appointment, re-election and removal of Directors are set out in the Articles of Association. The Nomination Committee is responsible for reviewing the Board composition, and for making recommendations to the Board on the appointment, re-appointment of Directors and succession plans for the Directors.

BOARD MEETINGS

The Company adopts the practice of holding Board meetings regularly, at least four times a year, and at approximately quarterly intervals. Notices of no less than fourteen days are given for all regular Board meetings to provide all Directors with an opportunity to attend and include matters in the agenda for a regular meeting.

For other Board meetings and Board Committee meetings, reasonable notice is generally given by the Company. The agenda and accompanying Board papers are dispatched to the Directors or Board Committee members at least three days before the Board meetings or Board Committee meetings to ensure that the Directors have sufficient time to review the papers and be adequately prepared for the Board meetings or Board Committee meetings. When Directors or Board Committee members are unable to attend a meeting, they will be advised of the matters to be discussed and given an opportunity to make their views known to the Chairman prior to the meeting. Minutes of meetings shall be kept by the joint company secretaries with copies circulated to all Directors for information and records.

Minutes of the Board meetings and Board Committee meetings are recorded in sufficient detail on the matters considered by the Board and the Board Committees and the decisions reached, including any concerns raised by the Directors. Draft minutes of each Board meeting and Board Committee meeting are sent to the Directors for comments within a reasonable time after the date on which the meeting is held. The minutes of the Board meetings are open for inspection by all Directors.

During the year ended December 31, 2020, four Board meetings were held and one general meeting was convened. Attendance of each Director at the Board meetings and the annual general meeting of the Company held on June 29,

2020 is set out below:

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Board Meetings

General Meeting

Attended/Eligible

Attended/Eligible

Director

to Attend

to attend

Mr. SUN Taoyong

4/4

1/1

Mr. FANG Tongshu

4/4

1/1

Mr. YOU Fengchun

4/4

1/1

Mr. HUANG Junwei

4/4

1/1

Dr. SUN Mingchun

4/4

1/1

Dr. LI Xufu

4/4

1/1

Mr. TANG Wei

4/4

1/1

Apart from regular Board meetings, the Chairman of the Board also holds meetings with the independent non-executive Directors without the presence of other Directors during each year.

MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS

The Company has adopted the Model Code as its own code of conduct regarding Directors' securities transactions. Specific enquiry has been made to all Directors and each of the Directors has confirmed that he has complied with the required standards as set out in the Model Code during the Reporting Period.

DELEGATION BY THE BOARD

The Board reserves for its decision on all major matters of the Company, including: approval and monitoring of all policy matters, overall strategies and budgets, internal control and risk management systems, material transactions (in particular those that may involve conflict of interests), financial information, appointment of Directors and other significant financial and operational matters. The Directors could have recourse to seek independent professional advice in performing their duties at the Company's expense. The Directors are encouraged to access and to consult with the Company's senior management independently.

The daily management, administration and operation of the Group are delegated to the senior management. The delegated functions and responsibilities are periodically reviewed by the Board. Approval has to be obtained from the Board prior to any significant transactions entered into by the management.

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CORPORATE GOVERNANCE FUNCTIONS

The Board confirmed that corporate governance is a collective responsibility of the Directors, whose corporate governance functions include:

  1. review and monitor the Company's policies and practices in complying with legal and regulatory requirements;
  2. review and monitor the training and continuous professional development of the Directors and senior management;
  3. develop, review and monitor the code of conduct and compliance manual applicable to employees and the Directors;
  4. develop and review the Company's corporate governance and practices, make recommendations and report on related issues to the Board;
  5. review the Company's compliance with the corporate governance and disclosures in the Corporate Governance Report; and
  6. review and monitor the Company's compliance with its whistleblowing policy.

THE BOARD COMMITTEES

Audit Committee

The Audit Committee currently consists of Dr. SUN Mingchun, Dr. LI Xufu and Mr. TANG Wei, being all independent non-executive Directors. The Audit Committee is chaired by Mr. TANG Wei.

The primary duties of the Audit Committee are:

Relationship with the Company's auditors

  1. being primarily responsible for making recommendations to the Board on the appointment, re-appointment and removal of the external auditor; and approving the remuneration and terms of engagement of the external auditor, and considering any questions of its resignation or dismissal;
  2. reviewing and monitoring the external auditor's independence and objectivity and the effectiveness of the audit process in accordance with applicable standards;

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  1. developing and implementing policies on engaging an external auditor to supply non-audit services (for this purpose, "external auditor" includes any entity that is under common control, ownership or management with the audit firm or any entity that a reasonable and informed third party knowing all relevant information would reasonably conclude to be part of the audit firm nationally or internationally) and reporting to the Board and making recommendations on any matters where action or improvement is needed;
  2. discussing with the external auditor the nature and scope of the audit and relevant reporting obligations, and ensuring co-ordination where more than one audit firm is involved before the audit commences;

Review of the Company's financial information

  1. monitoring integrity of the Company's financial statements, annual reports and accounts, half-year reports and, if prepared for publication, quarterly reports, and reviewing significant financial reporting judgments contained therein. In reviewing these statements and reports before submission to the Board, the Audit Committee shall focus particularly on:
    1. any changes in accounting policies and practices;
    2. major judgmental areas;
    3. significant adjustments resulting from audit;
    4. the going concern assumptions and any qualifications;
    5. compliance with accounting standards; and
    6. compliance with the Listing Rules and any requirements from the Stock Exchange and legal requirements in relation to financial reporting;
  2. regarding (e) above: (i) liaising with the Board and the senior management; (ii) meeting at least twice a year with the Company's auditors; and (iii) considering any significant or unusual items that are, or may need to be, reflected in the financial reports and accounts and giving due consideration to any matters that have been raised by the Company's staff responsible for the accounting and financial reporting function, compliance officer or auditors;

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Oversight of the Company's financial reporting system, risk management and internal control systems

  1. reviewing the Company's financial controls, risk management and internal control systems;
  2. discussing the risk management and internal control systems with the senior management, ensuring that the senior management has performed their duties to establish effective systems and to review annually the effectiveness, adequacy and appropriateness of those systems. This review should include adequacy of resources, staff qualifications and experience, training programs and budget of the Company's accounting and financial reporting function;
  3. conducting research on major investigation findings of risk management and internal control matters and the senior management's response to these findings on its own initiative or as delegated by the Board;
  4. ensuring co-ordination between the internal and external auditors, ensuring that the internal audit function is adequately resourced to operate and has appropriate standing within the Company, and reviewing and monitoring its effectiveness;
  5. reviewing the Company's financial and accounting policies and practices;
  6. reviewing the external auditor's management letter, any material queries raised by the auditor to the senior management about accounting records, financial accounts or systems of control and senior management's response;
  7. ensuring that the Board will provide a timely response to the issues raised in the external auditor's management letter;
  8. reporting to the Board on the matters in the terms of reference;
  9. reviewing the following arrangements set by the Company: employees of the Company can raise concerns about possible improprieties in financial reporting, internal control or other matters in confidence; and ensuring that proper arrangements are in place for fair and independent investigation of these matters and for appropriate follow-up actions by the Company;
  10. acting as the key representative body for overseeing the Company's relations with the external auditor;
  11. formulating a whistle-blowing policy and system by the Audit Committee to allow employees and those who have dealings with the Company (such as customers and suppliers) to raise, in confidence, any concern regarding any possible improprieties about the Company to the Audit Committee; and
  12. conducting any other matters related to the Audit Committee in accordance with the instructions from the Board from time to time.

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Terms of reference of Audit Committee are available on the websites of the Stock Exchange and the Company.

Two meetings were held by the Audit Committee during the year ended December 31, 2020 and the attendance of each Audit Committee member at the Audit Committee meetings is set out in the table below:

Director

Attended/Eligible to attend

Mr. TANG Wei

2/2

Dr. LI Xufu

2/2

Dr. SUN Mingchun

2/2

During the meetings, the Audit Committee:

  • reviewed the annual results of the Group for the year ended December 31, 2019 and the interim results of the Group for the six months ended June 30, 2020 as well as the relevant financial reports;
  • reviewed the audit report prepared by the auditor relating to accounting issues and major findings in course of audit; and
  • reviewed the financial reporting system, compliance procedures, risk management and internal control systems (including the adequacy of resources, staff qualifications and experience, training programmes and budget of the Company's accounting and financial reporting function), risk management systems and processes and the re-appointment of the auditor; the Board had not deviated from any recommendation given by the Audit Committee on the selection, appointment, resignation or dismissal of the auditor.

Nomination Committee

The Nomination Committee currently consists of independent non-executive Directors, Dr. SUN Mingchun and Dr. LI Xufu and executive Director, Mr. SUN Taoyong. The Nomination Committee is chaired by Mr. SUN Taoyong.

The primary duties of the Nomination Committee are:

  1. reviewing the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and making recommendations on any proposed changes to the Board to complement the Company's corporate strategy;

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  1. making recommendations to the Board on the appointment or re-appointment of Directors and succession plans for Directors, in particular the chairman and the chief executive officer. The Nomination Committee shall make recommendations on appointment of Directors with due regard to the diversity policy of the Company and in accordance with the challenges and opportunities faced by the Company;
  2. identifying individuals suitably qualified to become Board members and selecting or making recommendations to the Board on the selection of individuals nominated for directorship;
  3. assessing the independence of independent non-executive Directors;
  4. before making any appointment recommendations to the Board, evaluating the balance of Directors based on (including but not limited to) gender, age, cultural and educational background or professional experience, and, in light of this evaluation, preparing a description of the role and capabilities required for a particular appointment. In identifying suitable candidates, the Nomination Committee shall:
    1. use open advertising or the services of external advisors to facilitate the search;
    2. consider candidates from a wide range of backgrounds; and
    3. consider candidates on merit and against objective criteria, taking care that appointees have enough time available to devote to the position;
  5. reviewing annually the time required from the non-executive Directors. Performance evaluations should be used to assess whether the non-executive Directors are spending enough time in fulfilling their duties; and
  6. ensuring that the Directors receive a formal letter of appointment from the Board setting out clearly what is expected of them in terms of time commitment, committee service and involvement outside Board meetings.

The Nominating Committee assesses candidates or incumbents on the basis of integrity, experience, skills and time and effort devoted in the performance of their duties. The recommendations of the Nominating Committee will then be submitted to the Board for decision. The terms of reference of Nomination Committee are available on the websites of the Stock Exchange and the Company.

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One meeting was held by the Nomination Committee during the year ended December 31, 2020 and the attendance of each Nomination Committee member at the Nomination Committee meeting is set out in the table below:

Director

Attended/Eligible to attend

Mr. SUN Taoyong

1/1

Dr. SUN Mingchun

1/1

Dr. LI Xufu

1/1

During the meetings, the Nomination Committee:

  • reviewed the structure, size and composition of the Board;
  • assessed independence of the independent non-executive Directors;
  • reviewed the Nomination Policy;
  • reviewed the Board Diversity Policy; and
  • considered the re-appointment of the retiring Directors.

Nomination Policy

The Nomination Committee reviews the information and documents provided by the nominated candidate as required by the Nomination Policy for Directorship available on the website of the Company and conducts the following process (in accordance with the following criteria) with a view to assessing and evaluating whether such candidate is suitably qualified to be appointed as a Director before making recommendations to the Board:

  1. to assess such candidate's qualifications, skills, knowledge, ability and experience and also potential time commitment and attention to perform director's duties under common law, legislation and applicable rules, regulations and guidance (including without limitation the Listing Rules and the "Guidance for Boards and Directors" published by the Stock Exchange (the "Guidance for Boards and Directors")), with reference to the corresponding professional knowledge and industry experience which may be relevant to the Company and also the potential contributions that such candidate could bring to the Board (including potential contributions in terms of qualifications, skills, experience, independence and gender diversity);
  2. in addition and without prejudice to Paragraph 1 above, to assess such candidate's personal ethics, integrity and reputation (including without limitation to conduct appropriate background checks and other verification processes against such candidate);

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  1. with reference to the Board Diversity Policy (as adopted and amended by the Board from time to time), to take into account the then current structure, size and composition (including without limitation the balancing of the skills, knowledge, ability, experience and diversity of perspectives appropriate to the requirements of the Company's business) of the Board and the Company's corporate strategy, with due regard for the benefits of the appropriate diversity of the Board and also such candidate's potential contributions thereto;
  2. to consider Board succession planning considerations and the long-term needs of the Company;
  3. in case of a candidate for an independent non-executive Director, to assess: (i) the independence of such candidate with reference to, among other things, the independence criteria as set out in Rule 3.13 of the Listing Rules; and (ii) the guidance and requirements relating to independent non-executive directors set out in Code Provision A.5.5 of Appendix 14 to the Listing Rules and in the Guidance for Boards and Directors; and
  4. to consider any other factors and matters as the Nomination Committee may consider appropriate.

Remuneration Committee

The Remuneration Committee currently consists of independent non-executive Directors, Dr. SUN Mingchun and Dr. LI Xufu and executive Director, Mr. SUN Taoyong. The Remuneration Committee is chaired by Dr. SUN Mingchun.

The primary duties of the Remuneration Committee are:

  1. making recommendations to the Board on all the Company's remuneration policy and structure for the Directors and senior management and on the establishment of formal and transparent procedures for developing remuneration policy;
  2. being responsible for either (i) determining, with delegated responsibility by the Board, the remuneration packages of the individual executive Directors and senior management; or (ii) making recommendations to the Board on the remuneration packages of individual executive Directors and senior management (this should include benefits in kind, pension rights and compensation payments, including any compensation payable for loss or termination of office or appointment);
  3. making recommendations to the Board on the remuneration of non-executive Directors;
  4. considering salaries paid by comparable companies, time commitment and responsibilities and employment conditions elsewhere in the Company;
  5. reviewing and approving the senior management's remuneration proposals with reference to the Board's corporate goals and objectives;
  6. reviewing and approving compensation payable to the executive Directors and senior management for any loss or termination of office or appointment to ensure that it is consistent with contractual terms and is otherwise fair and reasonable and not excessive;

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  1. reviewing and approving compensation arrangements relating to dismissal or removal of the Directors for misconduct to ensure that they are consistent with contractual terms and are otherwise reasonable and appropriate;
  2. ensuring that no Director or any of his/her associates is involved in deciding his/her own remuneration;
  3. advising the Shareholders on how to vote with respect to any service contracts of the Directors that require the Shareholders' approval under the Listing Rules; and
  4. reviewing the Company's policy on expense reimbursements for the Directors and senior management.

Terms of reference of Remuneration Committee are available on the websites of the Stock Exchange and the Company.

One meeting was held by the Remuneration Committee during the year ended December 31, 2020 and the attendance of each Remuneration Committee member at the Remuneration Committee meeting is set out in the table below:

Director

Attended/Eligible to attend

Dr. SUN Mingchun

1/1

Mr. SUN Taoyong

1/1

Dr. LI Xufu

1/1

During the meeting, the Remuneration Committee discussed and reviewed the remuneration packages for Directors and senior management of the Company, and made recommendations to the Board on the remuneration packages of individual Directors and senior management.

Remuneration of Directors and Senior Management

The remuneration of Directors and senior management of the Company (whose biographies are set out on pages 30 to 33 of this annual report) by band for the year ended December 31, 2020 is set out below:

Band of remuneration (RMB)

Number of individuals

1 - 500,000

3

500,001 - 1,000,000

4

> 1,000,000

2

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DIRECTORS' RESPONSIBILITIES FOR FINANCIAL REPORTING IN RESPECT OF FINANCIAL STATEMENTS

The Directors acknowledge their responsibility for preparing the financial statements of the Company for the year ended December 31, 2020 which give a true and fair view of the affairs of the Company and the Group and of the Group's results and cash flows.

The management has provided to the Board such explanation and information as are necessary to enable the Board to carry out an informed assessment of the Company's financial statements, which are put to the Board for approval. The Company has provided all members of the Board with monthly updates on the Company's performance, positions and prospects.

The Directors were not aware of any material uncertainties relating to events or conditions which may cast significant doubt upon the Group's ability to continue as a going concern.

The statement by the auditor regarding its reporting responsibilities on the consolidated financial statements of the Company is set out in the Independent Auditor's Report on page 77 of this annual report.

RISK MANAGEMENT AND INTERNAL CONTROL

The Group is exposed to various risks in its business operations, primarily including: (i) reliance on Tencent's platforms and services to conduct its businesses; (ii) failure to improve and enhance the functionality, performance, reliability, design, security, and scalability of its products and services to suit its clients' evolving needs, (iii) failure to develop and maintain successful relationships with its local channel partners, and (iv) systems disruptions, distributed denial of service attacks, or other hacking and phishing attacks on its systems and security breaches.

The Board acknowledges that it is its responsibility to ensure that the Company establishes and maintains sound risk management and internal control systems within the Group and to review the effectiveness of the systems. Such systems are designed to manage and mitigate risks inherent in the Group's business faced by the Group to an acceptable level, but not eliminating the risk of failure to achieve business objectives, and can only provide reasonable assurance against material misstatement, loss or fraud.

The executive Directors, with the coordination of the management of the Group, strive to develop, implement and maintain an internal control and risk management system by conducting on-going business reviews; evaluating significant risks faced by the Group; formulating appropriate policies, programs and authorization criteria; conducting business variance analyses of actual result versus business plan; undertaking critical path analyses to identify the impediments in attaining the corporate goals and initiating corrective measures; following up on isolated cases; identifying inherent deficiencies in the internal control system; and making timely remedies and adjustments to avoid recurrence of problems.

The Board has entrusted the Audit Committee with the responsibility to oversee the risk management and internal control systems of the Group on an on-going basis and to review the effectiveness of the systems annually. The review covered all material controls, including financial, operational and compliance controls.

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Under the Company's risk management and internal control structure, the management is responsible for the design, implementation and maintenance of risk management and internal control systems to ensure, amongst others, (i) appropriate policies and control procedures have been designed and established to safeguard the Group's assets against improper use or disposal; (ii) relevant laws, rules and regulations are adhered to and complied with; and (iii) reliable financial and accounting records are maintained in accordance with relevant accounting standards and regulatory reporting requirements.

The main features of risk management and internal control structure of the Company are as follows:

  • Heads of major operation units or departments manage risks through identification and mitigating risks identified in accordance with the internal guidelines approved by the Board and the Audit Committee; and
  • The management ensures appropriate actions are taken on major risks affecting the Group's businesses and operations.

During the Reporting Period, major works performed by the management in relation to risk management and internal control include the followings:

  • each major operation unit or department was responsible for daily risk management activities, including identifying major risks that may impact on the Group's performance; assessing and evaluating the identified risks according to their likely impacts and the likelihood of occurrence; formulating and implementing measures, controls and response plans to manage and mitigate such risks;
  • the management, together with the finance department, monitored and reviewed the risk management and internal control systems on an ongoing basis and reported to the Audit Committee regarding the status of the systems;
  • the management periodically followed up and reviewed the implementation of the measures, controls and response plans to major risks identified in order to make sure that sufficient attention, monitor and responses were paid to all major risks identified; the management reviewed the risk management and internal control systems periodically to identify process and control deficiencies, and designed and implemented corrective actions to address such deficiencies; and
  • the management ensured appropriate procedures and measures such as safeguarding assets against unauthorized use or disposition, controlling capital expenditure, maintaining proper accounting records and ensuring the reliability of financial information used for business and publications, etc. are in place.

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CORPORATE GOVERNANCE REPORT

The internal audit function of the Company monitored the internal governance of the Company and provided independent assurances as to the adequacy and effectiveness of the Company's risk management and internal control systems. The senior executive in charge of the internal audit function reported directly to the Audit Committee. The internal audit reports on control effectiveness were submitted to the Audit Committee in line with agreed audit plan approved by the Board. During the Reporting Period, the internal audit function carried out an analysis and independent appraisal of the adequacy and effectiveness of the risk management and internal control systems of the Company through, amongst others, examination of risk-related documentation prepared by operation units and the management and conducting interviews with employees at all levels. The senior executives in charge of the internal audit function attended meetings of the Audit Committee to explain the internal audit findings and responded to queries from members of the Audit Committee.

The Company has maintained internal guidelines for ensuring that inside information is disseminated to the public in an equal and timely manner in accordance with the applicable laws and regulations. Senior executives of the investor relations, corporate affairs and financial control functions of the Group are delegated with responsibilities to control and monitor the proper procedures to be observed on the disclosure of inside information. Access to inside information is at all times confined to relevant senior executives and confined on "need-to-know" basis. Relevant personnel and other professional parties involved are reminded to preserve confidentiality of the inside information until it is publicly disclosed. Other procedures such as pre-clearance on dealing in the Company's securities by Directors and designated members of the management, notification of regular blackout period and securities dealing restrictions to Directors and employees, and identification of project by code name have also been implemented by the Company to guard against possible mishandling of inside information within the Group.

The Company has adopted arrangement to facilitate employees and other stakeholders to raise concerns, in confidence, about possible improprieties in financial reporting, internal control or other matters. The Audit Committee reviewed such arrangement regularly and ensured that proper arrangements are in place for fair and independent investigation of these matters and for appropriate follow-up action.

During the Reporting Period, the Audit Committee reviewed the effectiveness of the risk management and internal control systems of the Company. The annual review included works such as (i) review of reports submitted by the external professional firm regarding the implementation of the risk management and internal control systems, as well as the respective internal audit findings; (ii) periodic discussions with the management and senior executives regarding the effectiveness of the risk management and internal control systems and the works of the internal audit function. Such discussions include the adequacy of resources, staff qualifications and experience, training programs and budget of the Company's accounting, internal audit and financial reporting functions; (iii) evaluation on the scope and quality of the management's ongoing monitoring of the risks management and internal control systems; (iv) review of the effectiveness of the internal audit function to ensure coordination within the Group and between the Company's internal and external auditors and to ensure the internal audit function is adequately resourced and has appropriate standing within the Group; and (v) provision of recommendations to the Board and the management on the scope and quality of the management's ongoing monitoring of the risk management and internal control systems.

On the basis of the aforesaid, the Audit Committee was not aware of any significant issues that would have an adverse impact on the effectiveness and adequacy of the risk management and internal control of the Company.

WEIMOB INC. Annual Report 2020

69

CORPORATE GOVERNANCE REPORT

The Board believes that, in the absence of any evidence to the contrary, the system of internal controls maintained by the Group throughout the Reporting Period provides reasonable assurance against material financial misstatements or loss, and includes the safeguarding of assets, the maintenance of proper accounting records, the reliability of financial information, compliance with appropriate legislation, regulation and best practice, and the identification and containment of business risks.

The Board, through the reviews made by the Audit Committee, had reviewed the effectiveness and the adequacy of the internal control systems of the Group and considered them to have been implemented effectively. Considerations were also given to the adequacy of resources, qualifications, and experience of staff of the Company's accounting and financial reporting function, and their training programs and budget.

AUDITOR'S REMUNERATION

The auditor's approximate remuneration in respect of the audit and non-audit services provided to the Company for the year ended December 31, 2020 is as follows:

Type of services

Amount (RMB'000)

Audit services

6,302

Non-audit services (internal control consulting and tax consulting

and financial due diligence consulting)

1,087

Total

7,389

JOINT COMPANY SECRETARIES

Mr. CAO Yi ("Mr. Cao") is the joint company secretary of the Company and is responsible for advising the Board on corporate governance matters and ensuring that Board policy and procedures, and applicable laws, rules and regulations are followed.

In order to uphold good corporate governance and ensure compliance with the Listing Rules and applicable Hong Kong laws, the Company also engages Ms. NG Sau Mei ("Ms. Ng"), an associate director of TMF Hong Kong Limited (a company secretarial service provider), as another joint company secretary of the Company to assist Mr. Cao to discharge his duties as company secretary of the Company. Mr. Cao is her primary contact person in the Company.

During the Reporting Period, Mr. Cao and Ms. Ng have undertaken no less than 15 hours of relevant professional training in compliance with Rule 3.29 of the Listing Rules.

70 WEIMOB INC. Annual Report 2020

CORPORATE GOVERNANCE REPORT

COMMUNICATION WITH SHAREHOLDERS AND INVESTOR RELATIONSHIP

The Company considers that effective communication with Shareholders is essential for enhancing investor relations and understanding of the Group's business, performance and strategies. The Company also recognizes the importance of timely and non-selective disclosure of information on the Company for the Shareholders and investors to make informed investment decisions.

The annual general meetings of the Company provide opportunity for Shareholders to communicate directly with the Directors. The chairman of the Company and the chairmen of the Board Committees will attend the annual general meetings to answer the Shareholders' questions. The auditor will also attend the annual general meetings to answer questions about the conduct of the audit, the preparation and content of the auditor's report, the accounting policies and auditor's independence.

To promote effective communication and to build an inter-relationship and communication channel between the Company and the Shareholders, the Company adopts a shareholders' communication policy and maintains a website at www.weimob.com , where the up-to-date information on the Company's business operations and developments, financial information, corporate governance practices and other information are available for public access.

SHAREHOLDERS' RIGHTS

To safeguard the Shareholders' interests and rights, a separate resolution will be proposed for each issue at general meetings, including the election of individual Directors.

All resolutions put forward at general meetings will be voted on by poll pursuant to the Listing Rules and the poll results will be posted on the websites of the Company and the Stock Exchange in a timely manner after each general meeting.

DIVIDEND POLICY

As advised by the Company's Cayman Islands legal advisor, under Cayman Islands law, a position of accumulated losses and net liabilities does not necessarily restrict the Company from declaring and paying dividends to its shareholders out of either its profit or its share premium account, provided that this would not result in the Company being unable to pay its debts as they fall due in the ordinary course of business. As the Company is a holding company incorporated under the laws of the Cayman Islands, the payment and amount of any future dividends will also depend on the availability of dividends received from its subsidiaries. The PRC laws require that dividends be paid only out of the profit for the year calculated according to PRC accounting principles, which differ in many aspects from the generally accepted accounting principles in other jurisdictions, including HKFRS. Any dividends the Company pays will be determined at the absolute discretion of the Board, taking into account factors including the Company's actual and expected results of operations, cash flow and financial position, general business conditions and business strategies, expected working capital requirements and future expansion plans, legal, regulatory and other contractual restrictions, and other factors that the Board deems to be appropriate. The Shareholders may approve, in a general meeting, any declaration of dividends, which must not exceed the amount recommended by the Board.

WEIMOB INC. Annual Report 2020

71

CORPORATE GOVERNANCE REPORT

CONVENING AN EXTRAORDINARY GENERAL MEETING AND PUTTING FORWARD PROPOSALS

Pursuant to the Articles of Association, the Board may, whenever it thinks fit, convene an extraordinary general meeting. General meetings shall also be convened on the written requisition of any two or more members deposited at the principal office of the Company in Hong Kong or, in the event the Company ceases to have such a principal office, the registered office specifying the objects of the meeting and signed by the requisitionists, provided that such requisitionists held as of the date of deposit of the requisition not less than one-tenth of the paid up capital of the Company which carries the right of voting at general meetings of the Company. General meetings may also be convened on the written requisition of any one member which is a recognized clearing house (or its nominee(s)) deposited at the principal office of the Company in Hong Kong or, in the event the Company ceases to have such a principal office, the registered office specifying the objects of the meeting and signed by the requisitionist, provided that such requisitionist held as of the date of deposit of the requisition not less than one-tenth of the paid up capital of the Company which carries the right of voting at general meetings of the Company. If the Board does not within 21 days from the date of deposit of the requisition proceed duly to convene the meeting to be held within a further 21 days, the requisitionist(s) themselves or any of them representing more than one-half of the total voting rights of all of them, may convene the general meeting in the same manner, as nearly as possible, as that in which meetings may be convened by the Board provided that any meeting so convened shall not be held after the expiration of three months from the date of deposit of the requisition, and all reasonable expenses incurred by the requisitionist(s) as a result of the failure of the Board shall be reimbursed to them by the Company.

As regards proposing a person for election as a Director, the procedures are available on the website of the Company.

ENQUIRIES TO THE BOARD

Shareholders who intend to put forward their enquiries about the Company to the Board may send their enquiries to the headquarters of the Company at Weimob Building, 258 Changjiang Road, Baoshan District, Shanghai, the PRC through mail (or email box ir@weimob.com).

AMENDMENTS TO CONSTITUTIONAL DOCUMENTS

During the Reporting Period, there was no change on the Articles of Association.

72 WEIMOB INC. Annual Report 2020

INDEPENDENT AUDITOR'S REPORT

To the Shareholders of Weimob Inc.

(incorporated in the Cayman Islands with limited liability by shares)

OPINION

What we have audited

The consolidated financial statements of Weimob Inc. (the "Company") and its subsidiaries (the "Group") set out on pages 79 to 218, which comprise:

  • the consolidated statement of financial position as at December 31, 2020;
  • the consolidated statement of comprehensive (loss)/income for the year then ended;
  • the consolidated statement of changes in equity for the year then ended;
  • the consolidated statement of cash flows for the year then ended; and
  • the notes to the consolidated financial statements, which include a summary of significant accounting policies.

Our opinion

In our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at December 31, 2020, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards ("HKFRSs") issued by the Hong Kong Institute of Certified Public Accountants ("HKICPA") and have been properly prepared in compliance with the disclosure requirements of the Hong Kong Companies Ordinance.

BASIS FOR OPINION

We conducted our audit in accordance with Hong Kong Standards on Auditing ("HKSAs") issued by the HKICPA. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We are independent of the Group in accordance with the HKICPA's Code of Ethics for Professional Accountants ("the Code"), and we have fulfilled our other ethical responsibilities in accordance with the Code.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

WEIMOB INC. Annual Report 2020

73

INDEPENDENT AUDITOR'S REPORT

Key audit matters identified in our audit are summarised as follows:

  • Revenue recognition of advertising services
  • Purchase price allocation for business combinations

Key Audit Matter

How our audit addressed the Key Audit Matter

Revenue recognition of advertising services

Refer to Note 2.26, Note 4(a) and Note 6 to the consolidated financial statements.

For the year ended December 31, 2020, the Group recognised revenue of RMB1,346 million from provision of advertising services including RMB818 million presented in digital media and RMB528 million presented in merchant solutions as part of the digital commerce.

The Group's advertising services mainly comprises of (a) agreed rebates earned from certain media publishers for which revenue is recognised on net basis, and (b) agreed consideration earned from advertisers for which revenue is recognised on gross basis.

The determination of whether revenue should be reported on a gross or net basis is based on the assessment of whether the Group acts as a principal or an agent in the transactions, taking into account of the nature of specified services and whether the Group obtains controls of the specified services before transferring to advertisers. Management considers together whether (a) the Group is primarily responsible for fulfilling the promise to provide the advertising services; (b) the Group bears certain inventory risk, and

(c) the Group has discretion in establishing the price.

We focused on this area because the judgements involved in determining the Group's role as a principal or an agent in recognising advertising services is subject to high degree of judgements. The inherent risk in relation to the determination of revenue recognition on gross or net basis is considered significant due to the management's judgements are subjective.

We have performed the following procedures to address this key audit matter:

  1. We discussed with management and understood the indicators and judgement management considered when assessing the revenue recognition on gross or net basis under each different circumstance, assessed the inherent risk of material misstatement by considering the level of complexity and other inherent risk factors.
  2. We understood, evaluated and tested the key controls over the management's assessment of revenue recognition, including management approval and review of sales contracts.
  3. We selected sales contracts, on a sample basis, reviewed the relevant contract terms and corroborated with management explanations and other supporting documents regarding the judgement applied for the selected sales contracts.
  4. We conducted interviews with different advertisers, on a sample basis, to corroborate the management's explanations of the Group's business arrangements with them.
  5. We considered whether the judgements made by management in assessing gross versus net would give rise to indicators of possible management bias.

Based on the above, we considered that management's judgements applied in determination of revenue recognition on gross or net basis are supportable by the evidences obtained and procedures performed.

74 WEIMOB INC. Annual Report 2020

INDEPENDENT AUDITOR'S REPORT

Key Audit Matter

How our audit addressed the Key Audit Matter

Purchase price allocation for business combinations

Refer to Note 2.3, Note 4(h), Note 19 and Note 37 to the consolidated financial statements.

For the year ended December 31, 2020, the Group completed three business combinations at a total purchase price of RMB725 million. As a result, intangible assets of RMB821 million including goodwill of RMB538 million were recognized at the acquisition dates, representing the excess of considerations transferred and the amount of non-controlling interests in the acquirees over the fair value of identified net assets acquired.

Management performed fair value assessments to the assets and liabilities acquired in the acquisitions, including the valuation of intangible assets with the assistance of an external independent appraiser. Intangible assets mainly included customer relationships and self-developed software identified on the acquisition dates.

The determination of intangible assets' respective fair values required significant management's judgements on the assumptions including customer churn rates, royalty rates, discount rates, revenue growth rates, economic useful lives etc.

We focused on this area because the fair valuation of purchase price allocation for business combinations is subject to high degree of estimation uncertainty. The inherent risk in relation to the fair valuation of purchase price allocation is considered significant due to the subjectivity of the significant assumptions applied by management.

We have performed the following procedures to address this key audit matter:

  1. We understood management's internal control and fair value assessment process of assets acquired and liabilities assumed at acquisition dates and assessed the inherent risk of material misstatement by considering the degree of complexity and subjectivity etc.
  2. We assessed the appropriateness of the accounting treatments by reviewing the key terms of the acquisition agreements and other relevant documents.
  3. We assessed the competency, capabilities and objectivity of the external independent appraiser engaged by the Group.
  4. We assessed the valuation methodologies and the assumptions used in the valuation such as customer churn rates, royalty rates, discount rates and economic useful lives with the involvement of our internal valuation specialists by reviewing the historical attrition rate, purchase price allocation research results, comparable market royalty rate range and other relevant documents, considered whether the judgements made would give rise to indicators of possible management bias.
  5. We assessed the reasonableness of the forecast cash flows applied by management by comparing them with historical business performance and future development plan of the acquirees.

Based on the above, we considered that management's judgements and assumptions applied in purchase price allocation for business combinations are supportable by the evidences obtained and procedures performed.

WEIMOB INC. Annual Report 2020

75

INDEPENDENT AUDITOR'S REPORT

OTHER INFORMATION

The directors of the Company are responsible for the other information. The other information comprises the information included in the management discussion and analysis (but does not include the consolidated financial statements and our auditor's report thereon), which we obtained prior to the date of this auditor's report, and the corporate governance report and report of the directors, which are expected to be made available to us after that date.

Our opinion on the consolidated financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor's report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

When we read the corporate governance report and report of the directors, if we conclude that there is a material misstatement therein, we are required to communicate the matter to Audit Committee and take appropriate action considering our legal rights and obligations.

RESPONSIBILITIES OF DIRECTORS AND THE AUDIT COMMITTEE FOR THE CONSOLIDATED FINANCIAL STATEMENTS

The directors of the Company are responsible for the preparation of the consolidated financial statements that give a true and fair view in accordance with HKFRSs issued by the HKICPA and the disclosure requirements of the Hong Kong Companies Ordinance, and for such internal control as the directors determine is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

The Audit Committee is responsible for overseeing the Group's financial reporting process.

76 WEIMOB INC. Annual Report 2020

INDEPENDENT AUDITOR'S REPORT

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. We report our opinion solely to you, as a body, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with HKSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with HKSAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
  • Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

WEIMOB INC. Annual Report 2020

77

INDEPENDENT AUDITOR'S REPORT

We communicate with the Audit Committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with the Audit Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor's report is Chan Chiu Kong, Edmond.

PricewaterhouseCoopers

Certified Public Accountants

Hong Kong, March 17, 2021

78 WEIMOB INC. Annual Report 2020

CONSOLIDATED STATEMENT OF COMPREHENSIVE (LOSS)/INCOME

FOR THE YEAR ENDED DECEMBER 31, 2020

Year ended December 31

2020

2019

Note

RMB'000

RMB'000

Revenue

6

1,968,814

1,436,787

Cost of sales

7

(966,195)

(639,657)

Gross profit

1,002,619

797,130

Selling and distribution expenses

7

(919,372)

(716,907)

General and administrative expenses

7

(260,723)

(129,936)

Net impairment losses on financial assets

3.1

(8,597)

(6,630)

Other income

9

118,200

67,434

Other gains, net

10

76,870

26,676

Operating gain

8,997

37,767

Finance costs

11

(55,722)

(13,151)

Finance income

12

12,376

1,569

Share of net (loss)/profit of associates accounted for

using the equity method

22

(23,408)

3,941

Change in fair value of convertible bonds

26(iii)

(1,086,310)

-

Change in fair value of redeemable and convertible preferred shares

3.3

-

298,280

(Loss)/profit before income tax

(1,144,067)

328,406

Income tax expenses

13

(22,312)

(17,098)

(Loss)/profit and total comprehensive (loss)/income

(1,166,379)

311,308

(Loss)/profit and total comprehensive (loss)/income attributable to:

- Equity holders of the Company

(1,156,622)

311,978

- Non-controlling interests

(9,757)

(670)

(1,166,379)

311,308

(Loss)/earnings per share (expressed in RMB per share)

- Basic (loss)/earnings per share

15

(0.52)

0.15

- Diluted (loss)/earnings per share

15

(0.52)

0.01

The notes on pages 86 to 218 are an integral part of these consolidated financial statements.

WEIMOB INC. Annual Report 2020

79

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT DECEMBER 31, 2020

As at December 31

2020

2019

Note

RMB'000

RMB'000

ASSETS

Non-current assets

Property, plant and equipment

16

63,645

21,024

Right-of-use assets

17

114,229

61,176

Investment properties

18

32,401

-

Intangible assets

19

1,015,779

138,787

Development costs

20

38,701

16,944

Deferred income tax assets

27

44,370

45,184

Contract acquisition cost

6

40,841

39,549

Investments accounted for using the equity method

22

47,033

66,441

Financial assets at fair value through profit or loss

3.3, 26

215,094

40,885

Prepayments, deposits and other assets

29

4,087

1,767

Other non-current assets

28

17,000

17,000

Total non-current assets

1,633,180

448,757

Current assets

Trade and notes receivables

30

239,478

156,386

Contract acquisition cost

6

156,746

147,578

Prepayments, deposits and other assets

29

1,758,204

1,226,502

Financial assets at fair value through profit or loss

3.3, 26

182,328

61,364

Financial assets at fair value through other comprehensive income

24

44,834

-

Derivative financial instruments

25

15,468

-

Term deposits

31

-

393,000

Cash and cash equivalents

31

1,823,976

870,328

Total current assets

4,221,034

2,855,158

Total assets

5,854,214

3,303,915

EQUITY

Capital and reserves attributable to equity holders of the Company

Share capital

34

1,529

1,531

Treasury shares

34

-

(63,143)

Shares held for RSU scheme

34

(15,819)

(38,582)

Share premium

34

4,278,775

4,171,056

Other reserves

35

(1,106,251)

(1,127,164)

Accumulated losses

(2,110,217)

(953,595)

1,048,017

1,990,103

Non-controlling interests

204,473

(295)

Total equity

1,252,490

1,989,808

80 WEIMOB INC. Annual Report 2020

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT DECEMBER 31, 2020

As at December 31

2020

2019

Note

RMB'000

RMB'000

LIABILITIES

Non-current liabilities

Bank borrowings

32

40,000

-

Financial liabilities measured at fair value through profit or loss

3.3, 26

1,947,553

18,076

Lease liabilities

17

71,260

35,230

Contract liabilities

6

105,098

85,179

Deferred income tax liabilities

27

67,188

-

Other non-current liabilities

33(ii)

600

1,800

Total non-current liabilities

2,231,699

140,285

Current liabilities

Bank borrowings

32

425,050

300,000

Lease liabilities

17

31,093

15,013

Trade and other payables

33

1,490,440

562,674

Contract liabilities

6

376,256

293,488

Current income tax liabilities

821

2,647

Financial liabilities measured at fair value through profit or loss

3.3, 26

46,365

-

Total current liabilities

2,370,025

1,173,822

Total liabilities

4,601,724

1,314,107

Total equity and liabilities

5,854,214

3,303,915

The notes on pages 86 to 218 are an integral part of these consolidated financial statements.

The consolidated financial statements on pages 79 to 218 were approved by the Board of Directors on March 17, 2021 and were signed on its behalf:

WEIMOB INC. Annual Report 2020

81

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED DECEMBER 31, 2020

Attributable to equity holders of the Company

Shares held

Non-

Share

Share

Treasury

for RSU

Other

Accumulated

controlling

capital

premium

shares

scheme

reserves

losses

Sub-total

interests

Total

Note

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

As at January 1, 2020

1,531

4,171,056

(63,143)

(38,582)

(1,127,164)

(953,595)

1,990,103

(295)

1,989,808

Comprehensive loss

Loss for the year

-

-

-

-

-

(1,156,622)

(1,156,622)

(9,757)

(1,166,379)

Total comprehensive loss for the year

-

-

-

-

-

(1,156,622)

(1,156,622)

(9,757)

(1,166,379)

Transaction with owners

Cancellation of buy-back shares

34

(14)

(63,129)

63,143

-

-

-

-

-

-

Conversion of convertible bonds

34

12

170,848

-

-

-

-

170,860

-

170,860

Transfer of vested RSUs

36(a)

-

-

-

22,763

(22,763)

-

-

-

-

Share-based compensation expenses for

employees

36(a)

-

-

-

-

42,544

-

42,544

3,071

45,615

Capital injection from non-controlling

interests

-

-

-

-

-

-

-

1,000

1,000

Transaction with non-controlling interests

36(b)

-

-

-

-

1,132

-

1,132

(1,132)

-

Non-controlling interests from acquisition

of subsidiaries

37

-

-

-

-

-

-

-

211,586

211,586

Transactions with owners in their

capacity for the year

(2)

107,719

63,143

22,763

20,913

-

214,536

214,525

429,061

As at December 31, 2020

1,529

4,278,775

-

(15,819)

(1,106,251)

(2,110,217)

1,048,017

204,473

1,252,490

  • The relevant amounts are all less than RMB1,000.

82 WEIMOB INC. Annual Report 2020

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED DECEMBER 31, 2020

Attributable to equity holders of the Company

Shares

Non-

Share

Share

Treasury

held for

Other

Accumulated

controlling

capital

premium

shares

RSU scheme

reserves

losses

Sub-total

interests

Total

Note

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

As at January 1, 2019

-*

1,049

-

-

(1,170,341)

(1,262,090)

(2,431,382)

(1,154)

(2,432,536)

Comprehensive income/(loss)

Profit/(loss) for the year

-

-

-

-

-

311,978

311,978

(670)

311,308

Total comprehensive income/(loss) for the year

-

-

-

-

-

311,978

311,978

(670)

311,308

Transaction with owners

Conversion of convertible redeemable preferred

share into ordinary shares

34

-*

2,471,625

-

-

3,483

(3,483)

2,471,625

-

2,471,625

Share capitalisation

34

1,155

(1,155)

-

-

-

-

-

-

-

Issuance of ordinary shares

34

381

1,769,185

-

-

-

-

1,769,566

-

1,769,566

Share issuance costs

34

-

(42,550)

-

-

-

-

(42,550)

-

(42,550)

Buy-back of shares

34

-

-

(90,246)

-

-

-

(90,246)

-

(90,246)

Cancellation of buy-back shares

34

(5)

(27,098)

27,103

-

-

-

-

-

-

Contribution from a shareholder in relation to RSU Scheme Trust

34, 36

-

-

-

(61,333)

61,333

-

-

-

-

Transfer of vested RSUs

34, 36

-

-

-

22,751

(22,751)

-

-

-

-

Share-based compensation expenses

36

-

-

-

-

5,641

-

5,641

-

5,641

Acquisition of non-controlling interests

33(ii)

-

-

-

-

(4,529)

-

(4,529)

1,529

(3,000)

Transactions with owners in their capacity for the year

1,531

4,170,007

(63,143)

(38,582)

43,177

(3,483)

4,109,507

1,529

4,111,036

As at December 31, 2019

1,531

4,171,056

(63,143)

(38,582)

(1,127,164)

(953,595)

1,990,103

(295)

1,989,808

  • The relevant amounts are all less than RMB1,000.

The notes on pages 86 to 218 are an integral part of these consolidated financial statements.

WEIMOB INC. Annual Report 2020

83

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2020

Year ended December 31

2020

2019

Note

RMB '000

RMB '000

Cash flows from operating activities

Cash used in operations

38

(24,592)

(439,408)

Interest received

12

12,376

1,569

Interest paid

(33,630)

(12,964)

Income tax paid

(2,059)

(542)

Net cash used in operating activities

(47,905)

(451,345)

Cash flows from investing activities

Placements of term deposits

-

(724,607)

Receipt from term deposits

393,000

331,607

Purchase of investments measured at fair value through profit or loss

26

(110,900)

(84,224)

Proceeds from disposals of investments measured at fair value through

profit or loss

3.3

-

11,485

Interest received from term deposits and loan to third parties

5,590

6,495

Payment to invest in associates

22, 38(b)

(4,000)

(62,500)

Payment for acquisition of subsidiaries, net of cash acquired

37

(210,151)

-

Prepayment for equity investment

28

-

(7,300)

Purchase of property, plant and equipment

(14,133)

(11,459)

Proceeds from disposal of property, plant and equipment

38(a)

123

143

Purchase of intangible assets

19

(195)

(421)

Payment for development cost

(156,314)

(116,505)

Loan to third parties

(8,400)

(12,550)

Principle repayment of loan from third parties

38(b)

22,600

2,175

Loan to related parties

40(b)

(24,000)

-

Net cash used in investing activities

(106,780)

(667,661)

84 WEIMOB INC. Annual Report 2020

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2020

Year ended December 31

2020

2019

Note

RMB '000

RMB '000

Cash flows from financing activities

Proceeds from issuance of ordinary shares

34(a)(b)

-

1,769,566

Proceeds from issuance of convertible bonds

26(iii)

1,064,040

-

Issuance costs of convertible bonds

7

(23,754)

-

Buy-back of shares

34(d)

-

(90,246)

Proceeds from bank borrowings

38(c)

610,000

330,000

Repayments of bank borrowings

38(c)

(450,128)

(110,000)

Borrowing from a third party

26(ii)

2,500

12,500

Principal elements of lease payments

38

(25,880)

(12,510)

Redemption of preferred shares in a subsidiary

37(c)

(11,110)

-

Payment of listing expenses

-

(39,423)

Acquisition of equity interest from non-controlling interests

33(ii)

(3,080)

(3,659)

Capital contribution from non-controlling shareholders

1,000

-

Net cash generated from financing activities

1,163,588

1,856,228

Net increase in cash and cash equivalents

1,008,903

737,222

Effect on exchange rate difference

(55,255)

5,521

Cash and cash equivalents at beginning of the year

870,328

127,585

Cash and cash equivalents at end of the year

1,823,976

870,328

The notes on pages 86 to 218 are an integral part of these consolidated financial statements.

WEIMOB INC. Annual Report 2020

85

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

1 GENERAL INFORMATION

Weimob Inc. (the "Company") was incorporated in the Cayman Islands on January 30, 2018 as an exempted company with limited liability under the Companies Act (Cap. 22, Law 3 of 1961 as consolidated and revised) of the Cayman Islands. The address of the Company's registered office is P. O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.

The Company is an investment holding company. The Company and its subsidiaries, including structured entities (collectively, the "Group"), are principally engaged in providing leading digital commerce and media services for merchants in the People's Republic of China (the "PRC"). The Group offers integrated digital commerce services to merchants including software as a service ("SaaS") products offering, customised software development, operation and marketing support services etc. The Group also offer digital media services through its targeted marketing services.

The Company's shares have been listed on the Main Board of the Stock Exchange of Hong Kong Limited since January 15, 2019 (the "Listing").

These consolidated financial statements are presented in Renminbi ("RMB") unless otherwise stated. These consolidated financial statements have been approved for issue by the Board of Directors on March 17, 2021.

86 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below.

2.1 Basis of preparation

The consolidated financial statements of the Company have been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRSs") issued by the Hong Kong Institute of Certified Public Accountants ("HKICPA"). The consolidated financial statements have been prepared on a historical cost basis, except for investment properties and certain financial assets and liabilities measured at fair value.

The preparation of the consolidated financial statements in conformity with HKFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 4 below.

New and amended standards adopted by the Group

The Group has applied the following standards and amendments for the first time for their annual reporting period commencing January 1, 2020:

  • Definition of Material - amendments to HKAS 1 and HKAS 8
  • Definition of a Business - amendments to HKFRS 3
  • Interest Rate Benchmark Reform - amendments to HKFRS 9, HKAS 39 and HKFRS 7
  • Revised Conceptual Framework for Financial Reporting

For Amendments to HKAS 16 - Covid-19-related Rent Concessions which is effective for annual periods beginning on or after June 1, 2020, the Group have not early adopted the amendments and treat the rent concessions as leases modification (Note 17). The amendments listed above did not have any impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods.

WEIMOB INC. Annual Report 2020

87

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.1 Basis of preparation (Continued)

New standards and interpretations not yet adopted

The following new standards, new interpretations and amendments to standards and interpretations have been issued but are not effective for the financial year beginning on January 1, 2020 and have not been early adopted by the Group:

Effective for annual periods beginning on or after

Amendments to HKAS 39, HKFRS 4, HKFRS 7, HKFRS 9 and HKFRS 16

Accounting Guideline 5 (revised) Annual improvement project Amendments to HKFRS 3, HKAS 16

and HKAS 37 Amendments to HKAS 37

Amendments to HKFRS 3

Amendments to HKFRS 17

Amendments to HKAS 1

HKFRS 17

Hong Kong Interpretation 5 (2020)

Amendments to HKFRS 10 and HKAS 28

Interest Rate Benchmark Reform - Phase 2

January 1, 2021

Revised Accounting Guideline 5 Merger

January 1, 2022

Annual improvements to HKFRSs 2018-2020

January 1, 2022

Narrow-scope amendments

January 1, 2022

Onerous Contracts - Cost of Fulfilling

January 1, 2022

a Contract

Reference to the Conceptual Framework

January 1, 2022

Amendments to HKFRS 17

January 1, 2023

Classification of liabilities as current or

January 1, 2023

non-current

Insurance contracts

January 1, 2023

Hong Kong Interpretation 5 (2020)

January 1, 2023

Presentation of Financial Statements -

Classification by the Borrower of a Term

Loan that Contains a Repayment on

Demand Clause

Sale or contribution of assets between an

To be determined

investor and its associate or joint venture

For the amendment which is effective after January 1, 2021, the Group has assessed and concluded that it has no material impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods. For those amendments which have not been effective as of the report date, the Group is still assessing the likely impact of adopting the above new standards. The management of the Group plans to adopt these new standards and amendments to existing standards when they become effective.

88 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.2 Principle of consolidation and equity accounting

  1. Subsidiaries
    Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.
    The acquisition method of accounting is used to account for business combinations by the group (refer to Note 2.3).
    Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
    Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of comprehensive (loss)/income, consolidated statement of changes in equity and consolidated statement of financial position respectively.
  2. Associates
    Associates are all entities over which the Group has significant influence but not control or joint control. This is generally the case where the Group holds between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method of accounting (see
    1. below), after initially being recognised at cost.

The exemption from using the equity method is available if the investments are measured at fair value through profit or loss in accordance with HKFRS 9. The Group makes this election separately for each associate at initial recognition.

WEIMOB INC. Annual Report 2020

89

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.2 Principle of consolidation and equity accounting (Continued)

  1. Equity method
    Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to recognise the Group's share of the post-acquisition profits or losses of the investee in profit or loss, and the Group's share of movements in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from associates are recognised as a reduction in the carrying amount of the investment.
    Where the Group's share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the other entity.
    Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group's interest in these entities. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of the equity-accounted investees have been changed where necessary to ensure consistency with the policies adopted by the Group, unless the investment in associate is held indirectly through venture capital organisations, or mutual funds, unit trusts and similar entities including investment-linked insurance funds, which all qualifies for the investment entities disclosed in Note 2.10. For investment entity associate, the Group could elect to retain the fair value measurement applied by that associate to its interests in subsidiaries. This election is made separately for each investment entity associate, at the latest of the date on which (a) the investment entity associate is initially recognised, (b) the associate becomes an investment entity, and (c) the investment entity associate first becomes a parent.
    The carrying amount of equity-accounted investments is tested for impairment in accordance with the policy described in Note 2.11.
  2. Changes in ownership interests in subsidiaries without change of control
    The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve within equity attributable to owners of the Company.

90 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.3 Business combinations

The acquisition method of accounting is used to account for all business combinations, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the:

  • fair values of the assets transferred
  • liabilities incurred to the former owners of the acquired business
  • equity interests issued by the Group
  • fair value of any asset or liability resulting from a contingent consideration arrangement, and
  • fair value of any pre-existing equity interest in the subsidiary.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquired entity on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest's proportionate share of the acquired entity's net identifiable assets.

Acquisition-related costs are expensed off as incurred.

The excess of the:

  • consideration transferred,
  • amount of any non-controlling interest in the acquired entity, and
  • acquisition-datefair value of any previous equity interest in the acquired entity

over the fair value of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the business acquired, the difference is recognised directly in profit or loss as a bargain purchase.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity's incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions. Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in fair value recognised in profit or loss.

If the business combination is achieved in stages, the acquisition date carrying value of the acquirer's previously held equity interest in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising from such remeasurement are recognised in profit or loss.

WEIMOB INC. Annual Report 2020

91

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

  1. Separate financial statements
    Investments in subsidiaries are accounted for at cost less impairment. Cost also includes direct attributable costs of investment. The results of the subsidiaries are accounted for by the Company on the basis of dividend and receivable.
    Impairment testing of the investments in the subsidiaries is required upon receiving dividends from these investments if the dividend exceeds the total comprehensive income of the subsidiary in the year the dividend is declared or if the carrying amount of the investment in the separate financial statements exceeds the carrying amount in the financial information of the investee's net assets including goodwill.
  2. Segment reporting
    Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker ("CODM"). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the executive directors that make strategic decisions.
  3. Foreign currencies
    1. Functional and presentation currency
      Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the "functional currency"). The Company's primary subsidiaries are incorporated in the PRC and these subsidiaries consider RMB as their functional currency. Acting as extension of subsidiaries, the Company and the intermediate investment holding companies elected RMB as their functional currency. The functional currency of its overseas operation subsidiary is United States Dollars ("USD"). The consolidated financial statements are presented in RMB, which is the Company's and the Group's functional and presentation currency.
    2. Transactions and balances
      Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit or loss.
      All foreign exchange gains and losses are presented in the statement of profit or loss on a net basis within "Other gains, net".

92 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.6 Foreign currencies (Continued)

  1. Group companies
    The results and financial position of all the Group's entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
    1. assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;
    2. income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and
    3. all resulting exchange differences are recognised in other comprehensive income.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as asset and liabilities of the foreign entity and translated at the closing rate. Exchange differences arising are recognised in other comprehensive income.

2.7 Property, plant and equipment

Property, plant and equipment are stated at historical cost less depreciation and accumulated impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the asset will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to the consolidated statement of comprehensive (loss)/income during the year in which they are incurred.

WEIMOB INC. Annual Report 2020

93

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.7 Property, plant and equipment (Continued)

Depreciation is calculated using the straight-line method to allocate their cost or revalued amounts, net of their residual values, over their estimated useful lives or, in the case of leasehold improvements, the shorter lease term as follows:

Buildings

20-30 years

Computer and electronic equipment

3-5 years

Furniture and fixtures

5

years

Vehicles

5

years

Leasehold improvement

Shorter of estimated useful lives or remaining lease terms

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting period.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount (Note 2.11).

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within "Other gains, net" in the consolidated statement of comprehensive (loss)/ income.

2.8 Investment properties

Investment properties, principally residential real estate, are held for long-term rental yields and are not occupied by the Group. Investment property acquired in a business combination is initially measured at fair value at the acquisition date. Subsequently, they are carried at fair value. Changes in fair value are recognised within "Other gains, net" in the consolidated statement of comprehensive (loss)/income.

94 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.9 Intangible assets

  1. Goodwill
    Goodwill is measured as described in Note 2.3. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is not amortised but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
    Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose. The units or groups of units are identified at the lowest level at which goodwill is monitored for internal management purposes, being the operating segments. Impairment losses recognised in respect of goodwill are not permitted to be reversed.
  2. Trademarks
    Separately acquired trademark is shown at historical cost.
    The trademark used to identify and distinguish ("Weimob"; carrying amount of RMB3,398,000) has a remaining legal life of 3.5 years as at December 31, 2020 but is renewable every ten years at little cost and is well established. The Group intends to renew the trademark continuously and evidence supports its ability to do so. An analysis of the Group's business performance provides evidence that the Weimob brand will generate net cash inflows for the Group for an indefinite period. Therefore, the trademark is carried at cost without amortisation, but is tested for impairment in accordance with Note 2.11.
  3. Self-developedsoftware and capitalisation of development cost
    Costs associated with maintaining software programs are recognised as an expense as incurred. Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the Group are recognised as intangible assets when the following criteria are met:
    • it is technically feasible to complete the software so that it will be available for use;
    • management intends to complete the software and use or sell it;
    • there is an ability to use or sell the software;

WEIMOB INC. Annual Report 2020

95

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.9 Intangible assets (Continued)

  1. Self-developedsoftware and capitalisation of development cost (Continued)
    • it can be demonstrated how the software will generate probable future economic benefits;
    • adequate technical, financial and other resources to complete the development and to use or sell the software are available; and
    • the expenditure attributable to the software during its development can be reliably measured.

Directly attributable costs that are capitalised as part of the software include employee costs and an appropriate portion of relevant overheads.

Capitalised development costs are recorded as intangible assets and amortised from the point at which the asset is ready for use. The management determines the estimated useful lives and related amortisation charges for the Group's development costs with reference to the estimated periods that the Group intends to derive future economic benefits from the use of these assets. Management will revise the amortisation charges where useful lives are different to that of previously estimated, or it will write-off or write down technically obsolete or non-strategic assets that have been abandoned or sold. Costs incurred but relevant intangible assets are not ready for use are recognised as a separate line item of "Development cost" in the consolidated statement of financial position.

Research expenditure and development expenditure that do not meet the criteria in above are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

  1. Acquired software licenses
    Acquired software licenses represent financial system software license purchased from external vendor, which are measured at cost. The acquired software is well-developed off the shelf software used for financial reporting, there is no expiry date of these software licenses, and the Group can use the software as long as it can meet the Group's financial reporting needs. Based on the current functionalities equipped by this software and the daily operation needs, the Group considers a useful life of 10 years is the best estimation under current financial reporting needs.

96 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.9 Intangible assets (Continued)

  1. Other intangible assets acquired in business combination
    Other intangible assets acquired in business combination, mainly including self-developed software and customer relationships, are recognized initially at fair value at the acquisition date and subsequently carried at the amount initially recognized less accumulated amortization and impairment losses, if any. Amortization is calculated using the straight-line method to allocate the costs of acquired intangible assets over the estimated useful lives.
  2. Amortisation methods and periods
    The Group amortises intangible assets with a limited useful life using the straight-line method over the following periods:

Acquired software licenses

10

years

Customer relationships

5-10

years

Self-developed software

3-5

years

2.10 Investment entities

An investment entity is an entity that:

  • obtains funds from one or more investors for the purpose of providing those investor(s) with investment management services;
  • commits to its investor(s) that its business purpose is to invest funds solely for returns from capital appreciation, investment income or both; and
  • measures and evaluates the performance of substantially all of its investments on a fair value basis.

An investment entity shall measure an investment in a subsidiary at fair value through profit or loss in accordance with HKFRS 9. A parent of an investment entity shall consolidate all entities that it controls, including those controlled through an investment entity subsidiary, unless the parent itself is an investment entity.

WEIMOB INC. Annual Report 2020

97

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

  1. Impairment of non-financial assets
    Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use.
    For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
  2. Financial assets
    1. Classification
      The Group classifies its financial assets in the following measurement categories:
      • those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and
      • those to be measured at amortised cost.

The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income (FVOCI).

The Group reclassifies debt investments when and only when its business model for managing those assets changes.

98 WEIMOB INC. Annual Report 2020

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED DECEMBER 31, 2020

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

2.12 Financial assets (Continued)

  1. Recognition and derecognition
    Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Group commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the group has transferred substantially all the risks and rewards of ownership.
  2. Measurement
    At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
    Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.
    Debt instruments
    Subsequent measurement of debt instruments depends on the Group's business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments:
    • Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in "Other income" using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in "Other gains, net" together with foreign exchange gains and losses. Impairment losses are presented in "Net impairment losses on financial assets" in the consolidated statement of comprehensive (loss)/income.
    • FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets' cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest income and foreign exchange gains and losses which are recognised in profit or loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to the consolidated statement of comprehensive (loss)/income and recognised in "Other gains, net". Interest income from these financial assets is included in "Other income" using the effective interest rate method.
    • FVPL: Assets that do not meet the criteria for amortised cost or financial assets at FVOCI are measured at FVPL. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss and is not part of a hedging relationship is recognised in profit or loss and presented net in "Other gains, net" in the period in which it arises.

WEIMOB INC. Annual Report 2020

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Weimob Inc. published this content on 11 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 April 2021 10:08:05 UTC.