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POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 14 JUNE 2024

2024-06-14 00:00:00

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.Minerva Group Holding Limited 嬴集团控股有限公司* (Incorporated in Bermuda with limited liability) (Stock code: 397) POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 14 JUNE 2024 Reference is made to the notice of the annual general meeting (“AGM”) of Minerva Group Holding Limited (“Company”) dated 29 April 2024 (“AGM Notice”) and the circular of the Company dated 29 April 2024 (“Circular”). Unless otherwise stated capitalised terms and expressions used in this announcement shall have the same meanings as those defined in the Circular.The Board is pleased to announce that all the resolutions (“AGM Resolutions”) as set out in the AGM Notice were duly passed by the Shareholders at the AGM held on 14 June 2024 by way of poll.As at the date of the AGM there were a total of 2505282734 Shares in issue. To the best of the Directors’ knowledge information and belief having made all reasonable enquiries no Shareholder was required to abstain from voting on the AGM Resolutions proposed at the AGM.As such there were a total of 2505282734 Shares representing 100% of the issued share capital of the Company as at the date of the AGM entitling Shareholders to attend and vote on the AGM Resolutions proposed at the AGM. There were no Share entitling any Shareholders to attend and abstain from voting in favour of the AGM Resolutions proposed at the AGM according to Rule 13.40 of the Listing Rules. None of the Shareholders has stated their intention in the Circular to vote against the AGM Resolutions proposed or to abstain from voting at the AGM.* For identification purpose only – 1 –Full text of the AGM Resolutions is set out in the AGM Notice dated 29 April 2024. The poll results in respect of the AGM Resolutions are as follows: Number of votes (%) No. Ordinary Resolutions Voted Voted For Against 1. To receive consider and adopt the audited consolidated 602480410 1 financial statements of the Company and the report of (99.99%) (0.01%) the directors and the independent auditor’s report of the Company for the year ended 31 December 2023. 2(A). To re-elect Ms. Chan Lai Ping as an independent non- 602480410 1 executive director of the Company. (99.99%) (0.01%) 2(B). To re-elect Ms. Tam Mei Chu as an independent non- 602480410 1 executive director of the Company. (99.99%) (0.01%) 2(C). To re-elect Mr. Ho Yuen Tung as an independent non- 602480410 1 executive director of the Company. (99.99%) (0.01%) 2(D). To authorise the board of directors of the Company to fix 602480410 1 the directors’ remuneration. (99.99%) (0.01%) 3. To re-appoint CCTH CPA Limited as the auditor of the 602480410 1 Company and to authorise the board of directors of the (99.99%) (0.01%) Company to fix their remuneration. 4. To grant a general mandate to the directors of the 602480410 1 Company to repurchase shares not exceeding 10 per cent. (99.99%) (0.01%) of the number of the issued shares of the Company as described in resolution numbered 4 of the AGM Notice. 5. To grant a general mandate to the directors of the 601930410 550001 Company to allot issue and deal with new shares not (99.91%) (0.09%) exceeding 20 per cent. of the number of the issued shares of the Company as described in resolution numbered 5 of the AGM Notice. 6. To add the number of shares repurchased to the number of 601930410 550001 shares that may be issued pursuant to the general mandate (99.91%) (0.09%) granted to the directors of the Company under resolution numbered 5 above as described in resolution numbered 6 of the AGM Notice. Note: The number of Shares and percentage of Shares voted as stated above are based on total number of Shares held by the Shareholders who attended and voted at the AGM in person by authorised corporate representative or by proxy.– 2 –As more than 50% of the votes were cast in favour of each of the AGM Resolutions all the AGM Resolutions were duly passed as ordinary resolutions at the AGM.Tricor Tengis Limited the branch share registrar and transfer office of the Company in Hong Kong was appointed as the scrutineer for the vote-taking at the AGM. All Directors attended the AGM.By order of the Board Minerva Group Holding Limited Li Wing Cheong Chairman Hong Kong 14 June 2024 As at the date of this announcement the executive Directors are Mr. Li Wing Cheong and Mr. Tong Hin Jo; and the independent non-executive Directors are Ms. Chan Lai Ping Ms. Tam Mei Chu and Mr. Ho Yuen Tung.–3–