Fortunet e Commerce : Announcements and Notices - Grant of Options

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FORTUNET E-COMMERCE GROUP LIMITED 㒥ၣ׸ਠණྠϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1039)

GRANT OF OPTIONS

This announcement is made pursuant to rule 17.06A of the Listing Rules.

The Board announces that on 4 May 2018, the Company granted the Options to Mr. Cheng, the chairman of the Company and executive Director, under the Option Scheme, subject to acceptance by Mr. Cheng, approval by the Shareholders and compliance with applicable laws and regulations. If any grant of the Options as detailed below has not been accepted by Mr. Cheng, has not been approved by the Shareholders or is not otherwise in compliance with applicable laws and regulations, such grant would not proceed or be effective for legal and regulatory purposes. The following are the details of the Options granted:

Date of grant: 4 May 2018

Exercise price of Options granted: HK$1.21 per Share

(being not less than the highest of (i) US$0.01, being the nominal value of each Share; (ii) HK$1.072, being the average of the closing prices of the Shares as stated in the daily quotations sheet issued by the Stock Exchange for the five business days immediately preceding the date of grant; and (iii) HK$1.08, being the closing price of the Shares as stated in the daily quotations sheet issued by the Stock Exchange on the date of grant.)

Number of options granted 72,000,000

Mr. Cheng is the chairman of the Company and an executive Director. Given Mr. Cheng's strong technical background, relevant expertise and management skills, the Board considers that Mr. Cheng's experience will benefit the development of the future business of the Company, including but not limited to the development of blockchain and other technologies and operational aspects of the Group business. The grant of the Options serves to further align the interests of Mr. Cheng with the interests of the Company and the Shareholders, to recognize Mr. Cheng's past contributions to the Group, and to provide incentive for Mr. Cheng's continued commitment and contribution to the Group in the future.

The Options granted to Mr. Cheng represents approximately 3.97% of the total issued share capital of the Company as at the date of this announcement.

The grant of the Options has been approved by the independent non-executive Directors in accordance with Rule 17.04(1) of the Listing Rules and the Option Scheme.

Pursuant to Rule 17.03(4) of the Listing Rules and the Option Scheme, where the Shares issued and to be issued upon exercise of the options granted to a person (including exercised and outstanding options) in any 12-month period exceed 1% of the relevant class of Shares in issue, such grant must be approved by shareholders in general meeting.

As the grant of the Options to Mr. Cheng would result in the total number of Shares issued and to be issued upon exercise of the Options granted to Mr. Cheng to exceed 1% of the Shares in issue, the grant of the Options to Mr. Cheng is conditional upon the approval by the Shareholders at the EGM in accordance with the Note to Rule 17.03(4) of the Listing Rules and the Option Scheme, and such grant shall not take effect or be exercisable until such approval is obtained. Mr. Cheng and his associates shall abstain from voting at the EGM.

A circular containing, among other things, the grant of the Options and the notice of the EGM, will be dispatched to the Shareholders in due course.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms and expressions have the following meanings:

Mr. Chan Chi Keung, Billy

Company Secretary

As at the date of this announcement, the executive Directors are Mr. Cheng Jerome and Mr. Yuan Weitao; the non-executive Director is Mrs. Guo Yan; and the independent non-executive Directors are Mr. Wong Chi Keung, Mr. Liu Jialin and Mr. Chan Chi Keung Alan.