The
Stock Exchange of Hong Kong Limited takes no responsibility for the contents of
this announcement, makes no representation as to its accuracy or completeness
and expressly disclaims any liability whatsoever for any loss howsoever arising
from or in reliance upon the whole or any part of the contents of this
announcement.
Kwong Hing International Holdings (Bermuda) Limited
(incorporated in Bermuda with limited liability)
DESPATCH OF THE CIRCULAR
A circular containing, among other things, details of the Capital Reorganisation, the grant of the general mandates to issue and repurchase New Shares, the amendments to the bye-laws of the Company, the change in board lot size of the shares of the Company and the notice convening the SGM has been despatched to the Shareholders on 29th September, 2001.
The Circular contains certain information that has not been previously released to the public. Such information is produced in this announcement.
Reference is made to the Company’s announcement dated 4th September, 2001 (the “Announcement”) relating to the proposed capital reorganisation involving a reduction of issued share capital and subdivision of unissued share capital, grant of general mandates to issue and repurchase new shares and change in board lot size. Unless otherwise stated, capitalised terms used herein shall have the same meanings as those defined in the Announcement.
(A) DESPATCH OF THE CIRCULAR
A circular containing, among other things, details of the Capital Reorganisation, the grant of the general mandates to issue and repurchase New Shares, the amendments to the bye-laws of the Company (as further explained below), the change in board lot size of the shares of the Company and the notice convening the SGM, has been despatched to the Shareholders on 29th September, 2001 (the “Circular”).
Expected timetable for the
Capital Reorganisation
The expected timetable for the Capital Reorganisation is set out as follows:
2001
Latest time for lodging proxy forms for the SGM 10:00 a.m. on Saturday, 20th October
Date of the SGM 10:00 a.m. on Monday, 22nd October
Effective date of the Capital Reorganisation 4:30 p.m. on the date of
passing the relevant resolutions at the SGM
to be held on Monday, 22nd October
Trading in New Shares with new board lot size of
20,000 New Shares commences Tuesday, 23rd October
First day of free exchange of certificates for Shares
for certificates for New Shares Tuesday, 23rd October
Designated broker starts to stand in the market
to provide matching service Tuesday, 23rd October
Designated broker ceases to stand in the market
to provide matching service Tuesday, 20th November
Last day of free exchange of certificates for Shares
for certificates for New Shares Tuesday, 20th November
(B) ADDITIONAL INFORMATION
The Circular contains certain information that has not been previously released to the public. Such information is produced in this announcement below:
Amendments to the bye-laws of the Company
In order to provide the Company with flexibility to raise capital from its Shareholders, it is desirable for the Company to amend Bye-law 1 and Bye-law 151(A) of the bye-laws of the Company to allow a distribution of shares of the Company to those members and/or persons who have subscribed for shares or securities of the Company under a Rights Issue on a non-pro rata or other basis that the members, from time to time, think fit. The amendments to the bye-laws of the Company require the sanction of a special resolution passed by the Shareholders at the SGM. At present, the Board has no intention to propose any distribution to Shareholders on such basis.
(C) FREE EXCHANGE OF CERTIFICATES FOR THE NEW SHARES
Subject to the passing of the resolutions approving the Capital Reorganisation, Shareholders may, on or after Tuesday, 23rd October, 2001 until Tuesday, 20th November, 2001, submit certificates for the Shares to the Company’s Hong Kong branch share registrar, Secretaries Limited, at 5th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong, for exchange, at the expense of the Company, for certificates for the New Shares. Thereafter, certificates for the Shares will be accepted for exchange for certificates for the New Shares only on payment of a fee of HK$2.50 (or such higher amount as may be stipulated in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited from time to time) for each new certificate to be issued or each old certificate submitted, whichever number of certificates is higher. Nonetheless, certificates for Shares will continue to be good evidence of legal title for all purposes including trading, settlement and registration and may be exchanged for New Shares at any time.
In order to distinguish between the existing and the new certificates, certificates for the New Shares will be beige in colour, which is different from the existing certificates for the Shares, which are yellow in colour.
It is expected that new share certificates for the New Shares will be available for collection on or after the 10th business day from the date of submission of the existing share certificates for the Shares to the Company’s Hong Kong branch share registrar at the above address. Unless otherwise instructed, new share certificates for the New Shares will be issued in the board lot size of 20,000 New Shares.
By Order of the Board
Li Man Ching
Chairman
Hong Kong, 3rd October, 2001
Please also refer to the published version of this announcement in the Hong Kong iMail Post dated 4/10/2001