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.

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 3600)

CHANGE OF CHAIRMAN AND VICE-CHAIRMAN

The Board announces the following changes with effect from 31 March 2021:

  1. Mr. Chan Kwun Fung will retire as the Chairman and will continue to be an executive Director after his retirement as the Chairman;
  2. Mr. Chan Kwun Pan will retire as the Vice-Chairman and will continue to be an executive Director after his retirement as the Vice-Chairman;
  3. Dr. Chan Ronald Yik Long, an executive Director, will succeed Mr. Chan Kwun Fung as the Chairman; and
  4. Mr. Ngai Chi Ho Alwin, an executive Director and the chief operating officer of the Company, will succeed Mr. Chan Kwun Pan as the Vice-Chairman.

The board (the "Board") of directors (the "Directors") of Modern Dental Group Limited (the "Company") announces that:

CHANGE OF CHAIRMAN

  1. RETIREMENT OF CHAIRMAN
    Mr. Chan Kwun Fung ("Mr. KF Chan") will retire as the chairman of the Board (the "Chairman") with effect from 31 March 2021. Mr. KF Chan will continue to be an executive Director after his retirement as the Chairman.

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Mr. KF Chan has confirmed that he has no disagreement with the Board and there is no matter that needs to be brought to the attention of the shareholders of the Company in connection with his retirement as the Chairman.

  1. APPOINTMENT OF CHAIRMAN
    Dr. Chan Ronald Yik Long ("Dr. Chan"), an executive Director and a member of the nomination committee of the Company, was selected by the Board to succeed Mr. KF Chan as the Chairman with effect from 31 March 2021.
    Biographical details of Dr. Chan are set out as follows:
    Dr. Chan, aged 34, is the director, the vice chairman, and/or the general manager of certain subsidiaries of the Company. Dr. Chan is primarily responsible for the strategic planning, operations, sales and marketing of the Southeast Asia businesses of the Company and its subsidiaries (collectively the "Group"). Dr. Chan is also responsible for the development of corporate strategic plans and implementation of policies in the Group. Furthermore, he is the director and CEO of the Group's clear aligner business which also entails responsibilities from global strategic planning to product research and development.
    Dr. Chan joined the Group in 2014. He has been a Director since 17 October 2014 and has been designated as an executive Director since 19 June 2015.
    Dr. Chan obtained a Bachelor of Sciences degree (majoring in biological science) with distinction from the University of Calgary in Canada in June 2008, a Bachelor of Dental surgery from The University of Hong Kong in December 2014, a Master of Business Administration degree with distinction from Edinburgh Business School, Heriot-Watt University in the United Kingdom in June 2015 and a Master of Science degree in Restoration Aesthetic Dentistry from The University of Manchester in July 2019.
    Dr. Chan has been a member of The Hong Kong Dental Association as well as a registered dentist in Hong Kong, under the general register, with The Dental Council of Hong Kong since 2014. He is also a part-time lecturer employed by The University of Hong Kong since June 2019.

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Dr. Chan is the son of Mr. Chan Kwun Pan ("Mr. Ben Chan"), an executive Director, brother of Ms. Chan Yik Yu ("Ms. Chan"), and executive Director and chief marketing officer, nephew of Mr. KF Chan and cousin of Mr. Chan Chi Yuen, an executive Director.

Each of Dr. Chan, Mr. KF Chan, Mr. Ben Chan and Ms. Chan is a shareholder holding 16%, 50%, 20% and 14% respectively in Triera Holdings Limited, a controlling shareholder holding 470,202,263 Shares of the Company.

Dr. Chan has entered into a service agreement with the Company as an executive Director for a term of 3 years commencing from 15 December 2018, or terminated by not less than three months' notice in writing served by either party at any time thereafter. He is subject to retirement by rotation and re-election at the annual general meeting of the Company in accordance with the articles of association of the Company. Dr. Chan is entitled to Director's emolument of HK$180,000 per month plus double pay, which is covered by his service contract, and discretionary bonus to be decided by the Board at its sole discretion at the recommendation of the remuneration committee of the Company, which is determined by reference to the salaries paid by comparable companies, time commitment and responsibilities of the Director, employment conditions elsewhere in the Company or any of its subsidiaries and desirability of performance-based remuneration.

As at the date of this announcement, Dr. Chan does not have any interests in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the "SFO").

As at the date of this announcement, Dr. Chan does not (i) hold any other positions in the Company or any of its subsidiaries; (ii) have other relationship with any directors, senior management, substantial shareholders or controlling shareholders (as defined in the Listing Rules) of the Company; (iii) hold any directorships in any other listed companies on the Stock Exchange and any other stock exchange or other major appointments during the three years preceding the date of this announcement; and (iv) have other major appointments or professional qualifications save as disclosed.

Save as disclosed above, the Company is not aware of any other information relating to the appointment of Dr. Chan as the Chairman required to be disclosed pursuant to the requirements set forth in Rule 13.51(2)(h) to (v) of the Listing Rules or any other matter that needs to be brought to the attention of the shareholders of the Company.

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CHANGE OF VICE-CHAIRMAN

(i) RETIREMENT OF VICE-CHAIRMAN

Mr. Ben Chan will retire as the vice-chairman of the Board (the

  • Vice-Chairman") with effect from 31 March 2021. Mr. Ben Chan will continue to be an executive Director after his retirement as the Vice-Chairman.

Mr. Ben Chan has confirmed that he has no disagreement with the Board and there is no matter that needs to be brought to the attention of the shareholders of the Company in connection with his retirement as the Vice-Chairman.

  1. APPOINTMENT OF VICE-CHAIRMAN
    Mr. Ngai Chi Ho Alwin ("Mr. Alwin Ngai"), an executive Director, the chief operating officer and a member of the nomination committee of the Company, was selected by the Board to succeed Mr. Ben Chan as the Vice Chairman with effect from 31 March 2021.
    Biographical details of Mr. Alwin Ngai are set out as follows:
    Mr. Alwin Ngai, aged 43, is the director, the chairman, the general manager, and/or the legal representative of certain subsidiaries of the Company. He is primarily responsible for the general operations and devising business strategies of the Group.
    Mr. Alwin Ngai joined the Group in 2006. He has been a Director since 22 September 2014 and has been designated as an executive Director since 19 June 2015.
    Mr. Alwin Ngai obtained an executive master of business administration (EMBA) degree from the City University of Hong Kong in October 2018, a master's degree in applied commerce (marketing) from the University of Melbourne in Australia in March 2006 and a bachelor's degree in laws and a bachelor's degree in science (with honors) from the University of Melbourne in Australia in April 2002. He was admitted as a barrister and solicitor of the Supreme Court of Victoria in Australia in November 2002.
    Mr. Alwin Ngai has over 13 years of experience in the dental prosthesis field. Prior to joining the Group, he was a solicitor of Ian Polak Barristers & Solicitors, being a law firm, from January 2003 to December 2005. He has also been a member of The Academy of Dental Materials, a consortium of dental

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professionals founded in 1941 in the United States, since June 2014. He is also an observing member of the ISO Technical committees of ISO/TC109/SC9 Dental CAD/CAM Systems, ISO/TC106/SC2 Prosthodontic Materials and affiliate of the International College of Prosthodontists.

Mr. Alwin Ngai is the son of Mr. Ngai Shing Kin, an executive Director, chief executive officer and substantial shareholder of the Company.

Mr. Alwin Ngai has entered into a service agreement with the Company as an executive Director for a term of 3 years commencing from 15 December 2018, or terminated by not less than three months' notice in writing served by either party at any time thereafter. He is subject to retirement by rotation and re-election at the annual general meeting of the Company in accordance with the articles of association of the Company. Mr. Alwin Ngai is entitled to Director's emolument of HK$180,000 per month plus double pay, which is covered by his service contract, and discretionary bonus to be decided by the Board at its sole discretion at the recommendation of the remuneration committee of the Company, which is determined by reference to the salaries paid by comparable companies, time commitment and responsibilities of the Director, employment conditions elsewhere in the Company or any of its subsidiaries and desirability of performance-based remuneration.

As at the date of this announcement, Mr. Alwin Ngai is interested in 63,122,304 shares in the Company, among which 62,844,370 shares of the Company are held through NCHA Holdings Limited, a company wholly owned by Mr. Alwin Ngai. Save as disclosed, Mr. Alwin Ngai does not have any interests in the securities of the Company within the meaning of Part XV of the SFO.

As at the date of this announcement, Mr. Alwin Ngai does not (i) hold any other positions in the Company or any of its subsidiaries; (ii) have other relationship with any directors, senior management, substantial shareholders or controlling shareholders (as defined in the Listing Rules) of the Company; (iii) hold any directorships in any other listed companies on the Stock Exchange and any other stock exchange or other major appointments during the three years preceding the date of this announcement; and (iv) have other major appointments or professional qualifications save as disclosed.

Save as disclosed above, the Company is not aware of any other information relating to the appointment of Mr. Alwin Ngai as the Vice-Chairman required to be disclosed pursuant to the requirements set forth in Rule 13.51(2)(h) to (v) of the Listing Rules or any other matter that needs to be brought to the attention of the shareholders of the Company.

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The Board expresses its great appreciation to Mr. KF Chan and Mr. Ben Chan for their contributions to the Group and also congratulates Dr. Chan and Mr. Alwin Ngai on their new appointments and looks forward to their continuous contribution to the Group's business and development.

By order of the Board

Modern Dental Group Limited

Chan Kwun Fung

Chairman and Executive Director

Hong Kong, 30 March 2021

As at the date of this announcement, the Board comprises Chan Kwun Fung, Chan Kwun Pan, Ngai Shing Kin, Ngai Chi Ho Alwin, Chan Chi Yuen, Chan Ronald Yik Long and Chan Yik Yu as executive directors, and Cheung Wai Bun Charles J.P., Chan Yue Kwong Michael, Wong Ho Ching and Cheung Wai Man William as independent non-executive directors.

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Modern Dental Group Ltd. published this content on 30 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2021 13:34:02 UTC.