Change of directors appointment of chief executive officer changes of members of board committees and change of authorised representative

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Zhong Ji Longevity Science Group Limited

中 基 長 壽 科 學 集 團 有 限 公 司

(formerly known as ASIA PACIFIC SILK ROAD INVESTMENT COMPANY LIMITED亞太絲路投資有限公司)

(Incorporated in Bermuda with limited liability)

(Stock Code: 767)

CHANGE OF DIRECTORS

APPOINTMENT OF CHIEF EXECUTIVE OFFICER CHANGES OF MEMBERS OF BOARD COMMITTEES AND

CHANGE OF AUTHORISED REPRESENTATIVE

The Board announces that with effect from 1 May 2021 :

APPOINTMENT OF EXECUTIVE DIRECTOR AND CHIEF EXECUTIVE OFFICER

Mr. WANG Hongxin has been appointed as an executive Director and the chief executive officer.

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTORS

Mr. TAM Ho Leung Simon and Mr. CHAI Nan have been appointed as independent non-executive Directors.

RESIGNATION OF NON-EXECUTIVE DIRECTOR

Ms. YU Yang has resigned as an independent non-executive Director due to the pursuit of personal and other business commitments.

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RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTORS

Ms. HO Man Wai, Mr. MAK Ping Leung and Mr. TO Langa Samuelson have resigned as independent non-executive Directors due to the pursuit of personal and other business commitments.

CHANGES OF MEMBERS OF BOARD COMMITTEES

1. Ms. HO Man Wai ceased to act as the chairman of the audit committee and a member of each of the remuneration committee and the nomination committee of the Board;
2. Mr. MAK Ping Leung and Mr. TO Langa Samuelson ceased to act as a member of each of the audit committee, the remuneration committee and the nomination committee of the Board;
3. Mr. TAM Ho Leung Simon has been appointed as the chairman of the audit committee and a member of each of the remuneration committee and the nomination committee of the Board; and
4. Mr. CHAI Nan has been appointed as a member of each of the audit committee, the remuneration committee and the nomination committee of the Board.

CHANGE OF AUTHORISED REPRESENTATIVE

Mr. YAN Li, the chairman of the Board and an executive Director of the Company, has been appointed as an authorised representative in place of Mr. Yeung Siu Keung.

The board (the ''Board'') of directors (the ''Director(s)'') of Zhong Ji Longevity Science Group Limited (the ''Company'', together with its subsidiaries, the ''Group'') is pleased to announce that Mr. WANG Hongxin (''Mr. Wang'') has been appointed as an executive Director and the chief executive officer of the Company and Mr. TAM Ho Leung Simon (''Mr. Tam'') and Mr. CHAI Nan (''Mr. Chai'') have been appointed as independent non-executive Directors with effect from 1 May 2021.

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APPOINTMENT OF EXECUTIVE DIRECTOR AND CHIEF EXECUTIVE OFFICER

Mr. Wang, aged 57, obtained a master's degree in business administration from Guanghua School of Management, Peking University. Mr. WANG Hongxin was an executive director, the managing director and the chairman of the executive committee of the board of directors of, and held other positions in, China Chengtong Development Group Limited, a company listed on the Hong Kong Stock Exchange (stock code: 00217.HK), from March 2005 to June 2017. Prior to this, he was a director, the deputy general manager and secretary to the board of directors of, and held other positions in, Maoming Yongye (Group) Co. Ltd., a company listed on the Shenzhen Stock Exchange (stock code: 000861.SZ) and worked as an assistant to general manager of China National Materials Development and Investment Corporation in the PRC. In July 2017, he was the general manager of 珠海雲康同盛基金管理有限公司 and participated in the investment, operation and management of almost 30 medical and healthcare service projects. He was the general manager of Dali Pharmaceutical Co., Ltd., a company listed on the Shanghai Stock Exchange (stock code: 603963.SH), from July 2020 to April 2021. Mr. WANG Hongxin has over 20 years of experience in the corporate management and capital operation of listed companies in Hong Kong and China.

As at the date of this announcement, Mr. Wang has confirmed that he (i) does not have any relationship with any Director, senior management, or substantial or controlling shareholder (as defined in the Rules Governing the Listing of Securities (the ''Listing Rules'') on The Stock Exchange of Hong Kong Limited (the ''Stock Exchange'')) of the Company; (ii) does not have, and is not deemed to have, any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (iii) does not hold any other directorship in the last three years in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) does not hold any other positions in the Group.

Pursuant to the appointment letter entered into by the Company and Mr. Wang, Mr. Wang is not appointed for any specific or proposed term of service, but is subject to retirement by rotation and re-election (if applicable) at an annual general meeting at least once every three years in accordance with the bye-laws of the Company and the Corporate Governance Code set out in Appendix 14 to the Listing Rules. He is entitled to receive a director's fee of HK$100,000 per month, which is determined by the remuneration committee of the Company and the Board and is subject to annual review with reference to the prevailing market rate, his duties and responsibilities in and the time he spent on the affairs of the Company.

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APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTORS

Mr. Tam, aged 48, graduated from The Australian National University with an undergraduate degree in Commerce. He was later admitted as an associate member of CPA Australia and a fellow of The Taxation Institute of Hong Kong and obtained the professional qualification of Chartered Tax Adviser in Hong Kong. Mr. Tam, who works in Hong Kong and China, has over twenty years of experience in providing financial and tax consultations for clients in Hong Kong and China. Mr. Tam has been the person in charge of the Transaction & Consultancy Services Division of ST Lo & Co. in Hong Kong since 2010.

As at the date of this announcement, Mr. Tam has confirmed that he (i) does not have any relationship with any Director, senior management, or substantial or controlling shareholder (as defined in the Listing Rules) of the Company; (ii) does not have, and is not deemed to have, any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong);

1. does not hold any other directorship in the last three years in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) does not hold any other positions in the Group.

Mr. Tam has entered into an appointment letter with the Company with an initial term of two years. Mr. Tam is subject to retirement by rotation and re-election (if applicable) at an annual general meeting at least once every three years in accordance with the bye-laws of the Company and the Corporate Governance Code set out in Appendix 14 to the Listing Rules. He is entitled to receive a director's fee of HK$20,000 per month, which is determined by the remuneration committee of the Company and the Board and is subject to annual review with reference to the prevailing market rate, his duties and responsibilities in and the time he spent on the affairs of the Company.

Mr. Chai, aged 37, holds master degrees in Physics and in Financial Math and Statistics from The Hong Kong University of Science and Technology. Mr. Chai was an executive director of KSL Holdings Limited (currently China All Nation International Holdings Group Limited), the securities of which are listed on GEM of the Stock Exchange (stock code: 8170), from April 2016 to January 2017. Mr. Chai worked for prominent China-based and regional investment banks and has extensive experience in investment, private equity, corporate finance and capital markets.

As at the date of this announcement, Mr. Chai has confirmed that he (i) does not have any relationship with any Director, senior management, or substantial or controlling shareholder (as defined in the Listing Rules) of the Company; (ii) does not have, and is not deemed to have, any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong);

1. save for disclosed above, does not hold any other directorship in the last three years in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) does not hold any other positions in the Group.

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Mr. Chai has entered into an appointment letter with the Company with an initial term of two years. Mr. Chai is subject to retirement by rotation and re-election (if applicable) at an annual general meeting at least once every three years in accordance with the bye-laws of the Company and the Corporate Governance Code set out in Appendix 14 to the Listing Rules. He is entitled to receive a director's fee of HK$20,000 per month, which is determined by the remuneration committee of the Company and the Board and is subject to annual review with reference to the prevailing market rate, his duties and responsibilities in and the time he spent on the affairs of the Company.

Save as disclosed above, there is no information in relation to the appointments of Mr. Wang, Mr. Tam and Mr. Chai as Directors that is required to be disclosed pursuant to any of the requirements of Rule 13.51(2) of the Listing Rules, and there is no other matter that needs to be brought to the attention of the shareholders of the Company. The Company believes that Mr. Wang, Mr. Tam and Mr. Chai will make valuable contributions to the Group. The Board would like to extend its warmest welcome to Mr. Wang, Mr. Tam and Mr. Chai for joining the Company.

RESIGNATION OF NON-EXECUTIVE DIRECTOR AND INDEPENDENT NON-EXECUTIVE DIRECTORS

The Board also announces that Ms. YU Yang has resigned as a non-executive Director due to the pursuit of personal and other business commitments and Ms. HO Man Wai, Mr. MAK Ping Leung and Mr. TO Langa Samuelson have resigned as independent non-executive Directors due to the pursuit of personal and other business commitments with effect from 1 May 2021.

Ms. YU Yang, Ms. HO Man Wai, Mr. MAK Ping Leung and Mr. TO Langa Samuelson have confirmed to the Board that she/he has no disagreement with the Board and there is no matter relating to her/his resignation that needs to be brought to the attention of the shareholders of the Company.

The Board would like to take this opportunity to express its appreciation to Ms. YU Yang, Ms. HO Man Wai, Mr. MAK Ping Leung and Mr. TO Langa Samuelson for her/his contributions to the Company during her/his tenure of office.

CHANGES OF MEMBERS OF BOARD COMMITTEES

The Board further announces that with effect from 1 May 2021 :

1. Ms. HO Man Wai ceased to act as the chairman of the audit committee and a member of each of the remuneration committee and the nomination committee of the Board;
2. Mr. MAK Ping Leung and Mr. TO Langa Samuelson ceased to act as a member of each of the audit committee, the remuneration committee and the nomination committee of the Board;

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1. Mr. TAM Ho Leung Simon has been appointed as the chairman of the audit committee and a member of each of the remuneration committee and the nomination committee of the Board; and
2. Mr. CHAI Nan has been appointed as a member of each of the audit committee, the remuneration committee and the nomination committee of the Board.

CHANGE OF AUTHORISED REPRESENTATIVE

The Board further announces that Mr. YAN Li, the chairman of the Board and an executive Director of the Company, has been appointed as an authorised representative pursuant to Rule 3.05 of the Listing Rules and an authorised representative pursuant to the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) (collectively the ''Authorised Representative'') of the Company in place of Mr. Yeung Siu Keung with effect from 1 May 2021.

By order of the Board

Zhong Ji Longevity Science Group Limited

Yan Li

Chairman

Hong Kong, 30 April 2021

As at the date of this announcement, the Directors are:

In the case of any inconsistency, the English text of this announcement shall prevail over the Chinese text.

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