JY Grandmark : PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

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JY GRANDMARK HOLDINGS LIMITED ౻ุΤԞණྠછٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 2231)

PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

This announcement is made by JY Grandmark Holdings Limited (the "Company") pursuant to Rule 13.51(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

To keep up with technological developments and to provide flexibility to the Company in relation to the conduct of general meetings, the board of directors of the Company (the "Board") proposes to amend the existing articles of association of the Company (the "Articles") to (a) allow general meetings to be held as an electronic meeting (also referred to as a virtual general meeting) or as a hybrid meeting where the shareholders of the Company (the "Shareholders") may participate by electronic means in addition to by attending the meeting physically, and (b) introduce a more flexible means of approval in respect of written resolutions of the Board.

In addition, the Board proposes to amend the Articles to explicitly set out, among other things, related powers of the Board and the chairman of the meeting in relation to the conduct of general meetings, including making arrangements for attendance at the general meetings, ensuring the security and orderly conduct of the general meetings, adjourning general meetings, changing the venue or electronic facilities of meetings, and dealing with unruly behaviour and other disruptions at general meetings.

Details of the proposed amendments to the Articles (the "Proposed Amendments") will be set out in the circular mentioned below.

The Board also proposes certain minor house-keeping amendments to the Articles for the purpose of clarifying existing practices and making consequential amendments in line with the Proposed Amendments.

The Proposed Amendments are subject to the approval of the Shareholders by way of a special resolution at the annual general meeting ("AGM") of the Company to be held on Thursday, 27 May 2021. A circular containing, among other things, details of the Proposed Amendments together with a notice of the AGM and proxy form for the AGM will be despatched to the Shareholders in accordance with the requirements of the Listing Rules in due course.

By Order of the Board

JY Grandmark Holdings Limited

Chan Sze Ming Michael

Chairman

Guangzhou, the PRC, 25 March 2021

As at the date of this announcement, the Board comprises Mr. Chan Sze Ming Michael, Mr. Liu Huaxi, Ms. Zheng Catherine Wei Hong, Mr. Wu Xinping, Mr. Xue Shuangyou and Ms. Wei Miaochang as executive Directors, Mr. Ma Ching Nam, BBS, CStJ, J.P., Mr. Leong Chong and Mr. Wu William Wai Leung as independent non-executive Directors.