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.

Huan Yue Interactive Holdings Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 505)

POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING

HELD ON 9 MARCH 2020

The Board is pleased to announce that the special resolution as set out in the EGM Notice dated 13 February 2020 was duly passed by the Independent Shareholders at the EGM held on 9 March 2020 by way of poll.

References are made to (1) the circular (the "Circular") dated 13 February 2020 of Huan Yue Interactive Holdings Limited (the "Company") in relation to, among other things, the Settlement Deed and the transactions contemplated thereunder (including but not limited to the Share Buy-back) and (2) the notice ("EGM Notice") of the extraordinary general meeting (the "EGM") dated 13 February 2020 of the Company convening the EGM held on 9 March 2020. Unless otherwise defined herein, capitalised terms used herein shall have the same meanings as those defined in the Circular.

POLL RESULTS OF THE EGM

The Board is pleased to announce that the special resolution as set out in the EGM Notice was duly passed by the Independent Shareholders at the EGM by way of poll.

The poll results of the EGM are as follows:

Special Resolution

No. of votes (%)

For

Against

To approve the Settlement Deed and the transactions contemplated

487,894,653

130,533,000

thereunder (including but not limited to the Share Buy-back)*

(78.9%)

(21.1%)

As not less than 75% of the votes were cast in favour of the above resolution, the resolution above was duly passed as a special resolution by the Independent Shareholders at the EGM.

* The full text of the resolution is set out in the EGM Notice.

- 1 -

As at the date of the EGM, the total number of issued Shares was 855,558,173 Shares. As disclosed in the Circular, the Vendor, Mr. Ren, Mr. Yang and Mr. Zhu (which respectively held 44,442,223, 300,000, 105,000 and 300,000 Shares, representing approximately 5.19%, 0.04%, 0.01% and 0.04% of the total number of issued Shares respectively as at the date of the EGM) and their respective concert parties were required to abstain, and had so abstained, from voting on the resolution at the EGM as required under the Share Buy-back Code and the Listing Rules. Accordingly, the total number of Shares entitling the Independent Shareholders to attend and vote on the resolution at the EGM was 810,410,950 Shares. Save as disclosed above, no other Shareholder was required to abstain from voting on the resolution at the EGM.

None of the Independent Shareholders had stated their intention in the Circular to vote against the resolution put to vote at the EGM and there was no Shares entitling the Shareholders to attend and vote only against the resolution put to vote at the EGM.

KPMG, the Company's auditors, acted as the scrutineer for vote-taking at the EGM.

EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

The following table illustrates the Company's shareholding structure (i) as at the date of this announcement; and (ii) immediately after completion of the Share Buy-back and the Unissued Share Cancellation assuming there will be no other change in the issued share capital and the shareholding structure of the Company between the date of this announcement and the date of completion of the Share Buy-back and the Unissued Share Cancellation.

Immediately after completion

of the Share Buy-back and

As at the date of this

the Unissued Share

announcement

Cancellation

Number of

Approximate

Number of

Approximate

Shares

%

Shares

%

Hu Changyuan (Note 1)

278,713,000

32.58%

278,713,000

34.22%

Hu Minglie (Note

2)

2,603,000

0.30%

2,603,000

0.32%

Hu Mingda (Note

3)

3,269,000

0.38%

3,269,000

0.40%

Charity Foundation (Note 4)

9,000,000

1.05%

9,000,000

1.10%

Trustee of the Share Award Scheme (Note 5)

3,497,000

0.41%

3,497,000

0.43%

Subtotal - Hu Changyuan and his

concert parties

297,082,000

34.72%

297,082,000

36.47%

- 2 -

Immediately after completion

of the Share Buy-back and

As at the date of this

the Unissued Share

announcement

Cancellation

Number of

Approximate

Number of

Approximate

Shares

%

Shares

%

Vendor (Note 6)

44,442,223

5.19%

3,442,223

0.42%

Mr. Ren (Note

7)

300,000

0.04%

300,000

0.04%

Mr. Yang (Note 8)

105,000

0.01%

105,000

0.01%

Subtotal - the Vendor and its concert

parties

44,847,223

5.24%

3,847,223

0.47%

Bostone (Note

9)

130,533,000

15.26%

130,533,000

16.03%

Mr. Zhu (Note

10)

300,000

0.04%

300.000

0.04%

Other directors of the Group (Note 11)

15,434,000

1.80%

15,434,000

1.90%

Subtotal - Other connected persons of

the Company

146,267,000

17.10%

146,267,000

17.96%

Other public Shareholders

367,361,950

42.94%

367,361,950

45.10%

Total

855,558,173

100.00%

814,558,173

100.00%

Notes:

  1. These 278,713,000 Shares' nature of interests are as below:
    1. as to 265,200,000 Shares are held by Luckie Strike Limited and Come Fortune International Limited which were wholly owned by Dynamic Empire Holdings Limited. The entire issued share capital of Dynamic Empire Holdings Limited is beneficially owned by the Hu Family Trust which was founded by Mr. Hu Changyuan, an executive Director and the chairman of the Company. Mr. Hu Changyuan is deemed to be interested in these Shares in these Shares by virtue of the SFO;
    2. as to 13,213,000 Shares are held by Regency Success Limited, which is 100% controlled by Mr. Hu Changyuan; and
    3. as to 300,000 Shares are directly held by Mr. Hu Changyuan.
  2. These 2,603,000 Shares are directly held by Mr. Hu Minglie, an executive Director and the Chief Executive Officer of the Company. Mr. Hu Minglie is the son of Mr. Hu Changyuan.
  3. These 3,269,000 Shares are directly held by Mr. Hu Mingda. Mr. Hu Mingda is a son of Mr. Hu Changyuan.

- 3 -

  1. These 9,000,000 Shares are directly held by the Charity Foundation which was founded by Mr. Hu Changyuan. There is no restriction under the constitutional documents of the Charity Foundation on the exercise of voting rights by the Charity Foundation in respect of the Shares held by it.
  2. These 3,497,000 Shares are the award Shares which are held on trust for the benefits of the grantees under the Share Award Scheme and Mr. Hu Changyuan and Mr. Hu Minglie could be two of the three members of the administration committee of the Share Award Scheme. Under the terms of the trust deed of the Share Award Scheme, the trustee of the Share Award Scheme is prohibited from exercising the voting rights in respect of the unvested award Shares held by it.
  3. These 44,442,223 Shares are held by the Vendor, which is in turn beneficially owned as to 72% by Mr. Ren and as to 28% by Mr. Yang. Mr. Ren and Mr. Yang are the Guarantors under the Settlement Deed and were also two of the guarantors to the SPA. Since Mr. Ren is a director of one of the subsidiaries of the Company, both Mr. Ren and the Vendor are regarded as core connected persons of the Company under the Listing Rules.
  4. These 300,000 Shares are directly held by Mr. Ren, which were vested to Mr. Ren pursuant to the Share Award Scheme on 31 December 2017.
  5. These 105,000 Shares are directly held by Mr. Yang, a shareholder of the Vendor and a supervisor of one of the subsidiaries of the Company. The 105,000 Shares were vested to Mr. Yang pursuant to the Share Award Scheme, among which 400,000 Shares were vested on 15 June 2017 and 300,000 Shares were vested on 15 June 2018. Mr. Yang disposed of an aggregate of 595,000 Shares in the period from June to August 2018.
  6. These 130,533,000 Shares are held by Bostone, which is in turn beneficially owned as to approximately 65.67% and 34.33% by Ms. Ma Jiafeng and Mr. Xie Shicai respectively. Both Ms. Ma Jiafeng and Mr. Xie Shicai are independent from and not connected with Mr. Hu Changyuan, the Company, its connected persons and their respective associates.
  7. These 300,000 Shares are directly held by Mr. Zhu, the chief financial officer of the Company and an executive Director. Mr. Zhu is a core connected person of the Company.
  8. These 15,434,000 Shares are held by the various directors of the Company and its subsidiaries other than Mr. Hu Changyuan, Mr. Hu Minglie, Mr. Ren and Mr. Zhu whose interests in the Company are separately shown in the table above. These directors of the Group are core connected persons of the Company.

By Order of the Board

Huan Yue Interactive Holdings Limited

Hu Minglie

Chief Executive Officer and Executive Director

Hong Kong, 9 March 2020

As at the date of this announcement, the executive Directors are Mr. Hu Changyuan, Mr. Hu Minglie and Mr. Zhu Wenjun, the non-executive Director is Mr. Dai Jianchun and the independent non- executive Directors are Mr. Chai Chaoming, Dr. Lou Dong and Ms. Lu Hong.

- 4 -

All the Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

- 5 -

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Huan Yue Interactive Holdings Ltd. published this content on 09 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 March 2020 12:07:04 UTC