Corporate Governance

The members of the board (the “Board”) of directors (the “Directors”) of

Go Up Education Technology Limited are as follows:

Executive Directors

Mr. Yuen Hiu Tung

Ms. Lin Su

Non-executive Directors

Mr. Yau Chi Ho

Independent Non-executive Directors

Mr. Tam Chak Chi

Mr. Liu Yongsheng

Mr. Chan Ka Hung

The membership information of the Board committees on which each Board member serves are set out below:

Audit Committee

Mr. Tam Chak Chi (Chairman)

Mr. Liu Yongsheng

Mr. Chan Ka Hung

Remuneration Committee

Mr. Tam Chak Chi (Chairman)

Ms. Lin Su

Mr. Chan Ka Hung

Nomination Committee

Ms. Lin Su (Chairlady)

Mr. Tam Chak Chi

Mr. Chan Ka Hung

Investment Committee

Ms. Lin Su (Chairlady)

Mr. Chan Ka Hung

LIST OF DIRECTORS AND THEIR ROLE AND FUNCTION

BOARD OF DIRECTORS

Audit Committee

The Company has complied with Rule 5.28 of the GEM Listing Rules in that at least one of the members of the Audit Committee (which must comprise a minimum of three members and must be chaired by an INED) is an INED who possesses appropriate professional qualifications or accounting or related financial management expertise. None of the members of the Audit Committee is a former partner of the Company’s existing external auditor.

The principal role and function of the Audit Committee are to, among others:

(i) review the financial statements and reports and consider any significant or unusual items raised by the Company’s staff responsible for the accounting and financial reporting function, compliance officer or external auditor before submission to the Board;

(ii) review the relationship with the external auditor by reference to the work performed by the external auditor, their fees and terms of engagement, and make recommendation to the Board on the appointment, reappointment and removal of external auditor; and

(iii) review the adequacy and effectiveness of the Company’s financial reporting system, internal control system and risk management system and associated procedures.

Remuneration Committee

The principal role and function of the Remuneration Committee are to, among others:

(i) make recommendations to the Board on the Company’s policy and structure for all remuneration of Directors and senior management and the establishment of a formal and transparent procedure for developing policy on such remuneration;

(ii) determine the remuneration packages of Executive Directors and senior management and make recommendation to the Board of the remuneration of Non-executive Directors; and

(iii) review and approve performance-based remuneration by reference to corporate goals and objectives resolved by the Board from time to time.

Nomination Committee

The principal role and function of the Nomination Committee are to, among others:

(i) review the Board composition;

(ii) develop and formulate relevant procedures for the nomination and appointment of Directors;

(iii) identify qualified individuals to become members of the Board;

(iv) monitor the appointment and succession planning of Directors; and

(v) assess the independence of Independent Non-executive Directors.

Investment Committee

The Investment Committee is responsible for formulating investment policies and the reviewing of major proposed investments to be conducted by the Group.