CFCG China First Capital : CHANGE OF EXECUTIVE DIRECTOR, MEMBER OF BOARD COMMITTEES AND AUTHORISED REPRESENTATIVE

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CHINA FIRST CAPITAL GROUP LIMITED ʕ਷࠯છණྠϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1269)

CHANGE OF EXECUTIVE DIRECTOR, MEMBER OF BOARD

COMMITTEES AND AUTHORISED REPRESENTATIVE

The Board hereby announces that:

• (a) Mr. Yan Haiting, an executive Director, has resigned as an executive Director, a member of the Strategy Committee and the Risk Management Committee and an Authorised Representative under Rule 3.05 of the Listing Rules with effect from 1 February 2018, due to his decision to devote more time to accompany his family members; and

• (b) Dr. Zhu Huanqiang, a Co-CEO, has been appointed as an executive Director, a member of the Strategy Committee and the Risk Management Committee and an Authorised Representative under Rule 3.05 of the Listing Rules with effect from 1 February 2018, and will remain as the Co-CEO.

RESIGNATION OF EXECUTIVE DIRECTOR, MEMBER OF BOARD COMMITTEES AND AUTHORISED REPRESENTATIVE

The board (the "Board") of directors (the "Directors", each a "Director") of China First Capital Group Limited (the "Company", together with its subsidiaries, the "Group") hereby announces that Mr. Yan Haiting ("Mr. Yan"), an executive Director, has resigned as an executive Director, a member of the strategy committee of the Company (the "Strategy Committee") and the risk management committee of the Company (the "Risk Management Committee") and an authorised representative of the Company (the "Authorised Representative") under Rule 3.05 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") with effect from 1 February 2018, due to his decision to devote more time to accompany his family members.

Mr. Yan has confirmed that he has no disagreement with the Board and there is no matter in respect of his resignation that needs to be brought to the attention of the holders of the securities of the Company.

The Board would like to take this opportunity to express its gratitude to Mr. Yan for his valuable contribution and service to the Company during his tenure of office as an executive Director.

APPOINTMENT OF EXECUTIVE DIRECTOR, MEMBER OF BOARD COMMITTEES AND AUTHORISED REPRESENTATIVE

The Board is pleased to announce that Dr. Zhu Huanqiang ("Dr. Zhu"), a co-chief executive officer of the Company (the "Co-CEO"), has been appointed as an executive Director, a member of the Strategy Committee and the Risk Management Committee and an Authorised Representative under Rule 3.05 of the Listing Rules with effect from 1 February 2018, and will remain as the Co-CEO.

Details of Dr. Zhu

Dr. Zhu, aged 48, was appointed as a deputy chief executive officer of the Company on 11 October 2016 and has been appointed as the Co-CEO since 26 July 2017. Since the appointment as the Co-CEO, Dr. Zhu has been responsible for developing and managing the education operation business and financial services business of the Group. Dr. Zhu has substantial experience in the capital market. From May 1997 to October 2010, he held various positions at the China Securities Regulatory Commission (the "CSRC"), including serving as a director of Inspection Division II of the Department of Intermediary Supervision of the CSRC and a deputy director of Heilongjiang Regulatory Bureau of the CSRC. From October 2011 to March 2016, he served as a deputy general manager of China Securities Finance Corporation Limited ("CSF") and a member of the Committee of Communist Party of China of CSF. Dr. Zhu is a qualified lawyer in China. He obtained a master's degree in law with a major in civil law from Southwest University of Political Science and Law in 1996 and a doctorate degree in law with a major in civil and commercial law from China University of Political Science and Law in 2006.

Dr. Zhu has entered into a service contract with the Company for an initial term of three years commencing from 1 February 2018. The service contract shall renew after expiry and continue thereafter, until it is terminated by either party giving to the other not less than three months' prior notice in writing. Dr. Zhu is entitled to an annual emolument of HK$1,800,000, which is determined and adjustable by the Board with reference to his duties and responsibilities and subject to review from time to time. Dr. Zhu is also entitled to receive the Company's discretionary management bonuses. As an executive Director, Dr. Zhu is subject to retirement by rotation and re-election at annual general meetings of the Company in accordance with the articles of association of the Company.

As at the date of this announcement, save as disclosed above, Dr. Zhu (i) does not have any relationship with other Directors, senior management or substantial or controlling shareholders of the Company; (ii) does not hold any directorship in the last three years in other public companies the securities of which are listed on any securities market in Hong Kong or overseas; and (iii) does not have, and is not deemed to have, any interests or short positions in any shares, underlying shares or debentures of the Company or any of its associated corporations which are required to be disclosed under Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

There is no information relating to the appointment of Dr. Zhu as an executive Director which is required to be disclosed pursuant to Rules 13.51(2)(h)-(v) of the Listing Rules. Save as disclosed herein, there is no other matter relating to Dr. Zhu that needs to be brought to the attention of the holders of the securities of the Company.

By Order of the Board China First Capital Group Limited

Wilson Sea

Chairman and Executive Director

Hong Kong, 30 January 2018

As at the date of this announcement, the executive Directors are Mr. Wilson Sea, Mr. Tang Mingyang, Mr. Zhao Zhijun, Ms. Li Dan and Mr. Yan Haiting; the non-executive Director is Mr. Li Hua; and the independent non-executive Directors are Mr. Chu Kin Wang, Peleus, Mr. Li Zhiqiang and Mr. Chen Gang.