Wing Lee : Announcements and Notices - Appointment and Resignation of Independent Non-executive Directors and Changes in Composition of Audit Committee

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MEGA MEDICAL TECHNOLOGY LIMITED

美 加 醫 學 科 技 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 876) APPOINTMENT AND RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTORS AND CHANGES IN COMPOSITION OF AUDIT COMMITTEE

The Board hereby announces that with effect from 11 January 2017:

• Dr. Liu has been appointed as an independent non-executive Director and a member and the chairman of the Audit Committee;

• Mr. Guo has been appointed as an independent non-executive Director; and

• Dr. Loke has resigned as an independent non-executive Director and ceased to be a member and the chairman of the Audit Committee.

1. CHANGES IN DIRECTORS

   The board (the "Board") of directors (the "Directors") of Mega Medical Technology Limited (the "Company", together with its subsidiaries, the "Group") hereby announces that with effect from 11 January 2017:

   • Dr. Liu Yanwen ("Dr. Liu") has been appointed as an independent non-executive Director;

     • Mr. Guo Peineng ("Mr. Guo") has been appointed as an independent non-executive Director; and

     • Dr. Loke Yu alias Loke Hoi Lam ("Dr. Loke") has resigned as an independent non- executive Director.

     Dr. Liu Yanwen

     Dr. Liu, aged 51, obtained his Doctorate degree in Technical Economics and Management from Dalian University of Technology in 2009. He is currently the associate professor in the Faculty of Management and Economics of the Dalian University of Technology. Dr. Liu has acted as the independent non-executive director of each of 沈陽萃華金銀珠寶股份有限

     公司 (Shenyang Cuihua Gold and Silver Jewelry Co., Ltd.*), a PRC incorporated company

     listed on the Shenzhen Stock Exchange (Stock Code: 002731) since 21 January 2015, 撫 順特殊鋼股份有限公司 (Fushun Special Steel Co., Ltd.*), a PRC incorporated company listed on the Shanghai Stock Exchange (Stock Code: 600399) since 15 May 2015 and 吉林 化纖股份有限公司 (Jilin Hua Xian Co., Ltd.*), a PRC incorporated company listed on the Shenzhen Stock Exchange (Stock Code: 000420) since 20 May 2016.

     Dr. Liu has entered into a letter of appointment with the Company for a term of two (2) years commencing from 11 January 2017, which can be terminated by either party giving not less than one (1) month advance notice in writing. Pursuant to the Rules (the "Listing Rules") Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and the bye-laws of the Company (the "Bye-laws"), Dr. Liu will hold office until the next annual general meeting and shall be eligible for re-election at that meeting. Thereafter, he will be subject to retirement by rotation and re-election at the annual general meetings of the Company in accordance with the Listing Rules and the Bye-laws.

     Dr. Liu is entitled to receive a remuneration of HK$180,000 per annum, which was determined by the Board, upon recommendation from the remuneration committee of the Board, with reference to the remuneration policy of the Company, his duties and responsibilities to the Company and the prevailing market conditions.

     Save as disclosed above, Dr. Liu has not held any directorships in any other public companies, securities of which are listed in Hong Kong or overseas in the past three years. Nor did and does he hold any other positions in the Group in the past and at present. In addition, Dr. Liu does not have any relationship with any other Directors, senior management or substantial shareholders or controlling shareholders of the Company. As at the date of this announcement, Dr. Liu does not have any interests in the shares or underlying shares of the Company pursuant to Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the "SFO").

     Save as disclosed above, there is no other information that is required to be disclosed pursuant to under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, and there are no other matters relating to the appointment of Dr. Liu that need to be brought to the attention of the shareholders of the Company.

     Mr. Guo Peineng

     Mr. Guo, aged 45, obtained his diploma in Law in the Sichuan University in June 2005. Mr. Guo worked in various PRC government organizations including the Public Security Bureau in Jieyang City of the Guangdong Province and the Traffic Department in Shenzhen from September 1994 to June 2013. From June 2013 to April 2016, Mr. Guo worked in 深

     圳市泰騰材料貿易有限公司 (Shenzhen Taiteng Material Trading Limited Company*), a

     PRC incorporated company, as chairman and general manager. He is currently the chairman and general manager of 深圳市錦祥盛投資控股有限公司 (Shenzhen Jin Xiang Sheng Investment Holdings Limited*), a PRC incorporated company.

     Mr. Guo has entered into a letter of appointment with the Company for a term of two (2) years commencing from 11 January 2017, which can be terminated by either party giving not less than one (1) month advance notice in writing. Pursuant to the Listing Rules and the Bye- laws, Mr. Guo will hold office until the next annual general meeting and shall be eligible for re-election at that meeting. Thereafter, he will be subject to retirement by rotation and re-election at the annual general meetings of the Company in accordance with the Listing Rules and the Bye-laws.

     Mr. Guo is entitled to receive a remuneration of HK$180,000 per annum, which was determined by the Board, upon recommendation from the remuneration committee of the Board, with reference to the remuneration policy of the Company, his duties and responsibilities to the Company and the prevailing market conditions.

     Save as disclosed above, Mr. Guo has not held any directorships in any other public companies, securities of which are listed in Hong Kong or overseas in the past three years. Nor did and does he hold any other positions in the Group in the past and at present. In addition, Mr. Guo does not have any relationship with any other Directors, senior management or substantial shareholders or controlling shareholders of the Company. As at the date of this announcement, Mr. Guo does not have any interests in the shares or underlying shares of the Company pursuant to Part XV of the SFO.

     Save as disclosed above, there is no other information that is required to be disclosed pursuant to under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, and there are no other matters relating to the appointment of Mr. Guo that need to be brought to the attention of the shareholders of the Company.

     The Board would like to take this opportunity to welcome Dr. Liu and Mr. Guo for joining as members of the Board.

     Dr. Loke Yu alias Loke Hoi Lam

     Dr. Loke resigned as an independent non-executive Director due to his other business commitments. He has confirmed that he has no disagreement with the Board. None of Dr. Loke and the Board are aware of any matters in relation to his resignation that need to be brought to the attention of the shareholders of the Company and the Stock Exchange.

2. CHANGES IN COMPOSITION OF AUDIT COMMITTEE

   The Board further announces that with effect from 11 January 2017:

   • Dr. Loke has ceased to be a member and the chairman of the audit committee (the "Audit Committee") of the Board; and

   • Dr. Liu has been appointed a member and the chairman of the Audit Committee.

As at the date of this announcement, the Audit Committee comprises Dr. Liu (chairman), Mr. Wu Jixian and Mr. Song Qun.

By order of the Board

Mega Medical Technology Limited LUO Jun

Chairman

Hong Kong, 11 January 2017

As at the date of this announcement, the Board comprises three executive Directors, namely Mr. Luo Jun (Chairman), Mr. Wu Tianyu (Chief Executive Officer) and Mr. Wu Xiaolin, two non-executive Directors, namely, Dr. Jiang Feng and Mr. Xu Hao, and four independent non-executive Directors, namely Mr. Wu Jixian, Dr. Liu Yanwen, Mr. Song Qun and Mr. Guo Peineng.