QUALITY ONLINE EDUCATION GROUP INC. : Change in Directors or Principal Officers, Financial Statements and Exhibits (form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) On December 22, 2022 Quality Online Education Group Inc. (the “Company”)
announced that it had appointed William Wai-Hung Tam as the Company’s Chief
Financial Officer effective December 22, 2022.

Mr. Tam (age 56) previously served as Chief Financial Officer and other senior
management roles in various companies in the semi-conductor industry including
QiSiL International Limited, Active-Semi International Inc., and Exar
Corporation. Mr. Tam has over 20 years professional experience in financial
management, financial planning and analysis, audit and internal control for US
multi-national companies and start-ups in North America regions and Asia
Pacific.

Mr. Tam’s annual salary will be CAD $150,000 in which CAD $50,000 will be paid
out in restricted common shares at the price of USD $0.02 and the exchange rate
will be based on the day of issuance. Mr. Tam will be eligible to a receive a
discretionary annual equity award based on performance.

This brief description of the terms of the Agreement is qualified by reference
to the provisions of the Agreement attached to this Current Report on Form 8-K
as Exhibit 10.1.

There are no family relationships between Mr. Tam and any director, executive
officer or person nominated or chosen by the Company to become a director or
executive officer. Additionally, there have been no transactions involving Mr.
Tam that would require disclosure under Item 404(a) of Regulation S-K.

The Company issued a press release on December 22, 2022, announcing the
appointment of Mr. Tam as the Company’s Chief Financial Officer, a copy of which
is attached to this Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



Exhibit
Number     Description
10.1         Employment Agreement, dated December 22, 2022 between William Tam and
           Quality Online Education group Inc.
99.1         Press Release dated December 22, 2022 announcing the appointment of
           William Tam as the Company's Chief Financial Officer




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