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China Maple Leaf Educational Systems Limited — Regulatory Filings 2021
Jul 5, 2021
49847_rns_2021-07-05_8b5e4788-5bd3-43d2-89f8-6ab7f4350d7b.pdf
Regulatory Filings
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Monthly Return of Equity Issuer on Movements in Securities
For the month ended (dd/mm/yyyy) : 30/06/2021
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer China Maple Leaf Educational Systems Limited______ Date Submitted 05 July 2021
- I. Movements in Authorised Share Capital
1. Ordinary Shares
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(1) Stock code : 01317 Description : Ordinary Shares
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month 8,000,000,000 US$0.0005 US$4,000,000
Increase/(decrease) Nil Nil
Balance at close of the month 8,000,000,000 US$0.0005 US$4,000,000
(2) Stock code : N/A Description : N/A
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
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2. Preference Shares
| 2. Preference Shares | 2. Preference Shares | 2. Preference Shares | 2. Preference Shares | 2. Preference Shares |
|---|---|---|---|---|
| Stock code : N/A Description : No. of preference shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
|||
| Par value (State currency) |
||||
| 3. Other Classes of Shares | ||||
| Stock code : N/A Description : No. of other classes of shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
|||
| Par value (State currency) |
Total authorised share capital at the end of the month (State currency) : US$4,000,000
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II. Movements in Issued Share Capital
| Balance at close of preceding month Increase/ (decrease) during the month Balance at close of the month |
No. of ordinary shares No of preference shares No. of other classes of shares (1) (2) |
No. of ordinary shares No of preference shares No. of other classes of shares (1) (2) |
No. of ordinary shares No of preference shares No. of other classes of shares (1) (2) |
No. of ordinary shares No of preference shares No. of other classes of shares (1) (2) |
|---|---|---|---|---|
| 2,995,320,920 Nil 2,995,320,920 |
N/A N/A N/A |
N/A N/A N/A |
N/A N/A N/A |
III. Details of Movements in Issued Share Capital
| Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | Share Options (underShare OptionSchemes oftheIssuer) | |||
|---|---|---|---|---|---|---|
| Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable Movement during themonth Granted Exercised Cancelled |
Movement during themonth | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||||
| Cancelled | Lapsed | |||||
| 1.Post-IPO Share OptionScheme adopted on 10/11/2014 Ordinary shares Nil Nil Nil 160,000 (Note 1) 2. (/ /) shares (Note 1) 3. (/ /) shares (Note 1) Total A. (Ordinary shares) (Preference shares) (Other class) Total funds raised during the month from exercise of options (State currency) N/A |
160,000 | Nil N/A N/A N/A |
Nil | |||
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Warrants to Issue Shares of the Issuer which are to be Listed
| Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Description of warrants (Date ofexpiry-dd/mm/yyyy) |
Currency of nominal value Nominal value at close of preceding month |
Currency of nominal value Nominal value at close of preceding month |
Exercised during the month Nominal value at close of the month |
Exercised during the month Nominal value at close of the month |
Exercised during the month Nominal value at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|---|
| 1. N/A | N/A N/A N/A |
||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2.N/A |
|||||||||
| ( / / | ) | ||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3.N/A |
|||||||||
| ( / / | ) | ||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4.N/A |
|||||||||
| ( / / | ) | ||||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
|||||||||
| ( / / | ) | ||||||||
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Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Class and description | Currency of amount outstanding |
Amount at close of preceding month |
Converted during the month |
Amount at close of the month |
Amount at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|---|
| 1. US$125,000,000 2.25% Convertible Bonds due 2026 US$ 125,000,000 Nil 125,000,000 Stock code (if listed) 40564 Class of shares issuable_(Note 1) Ordinary Shares Subscription price HK$2.525 EGM approval date (if applicable) (dd/mm/yyyy)) ( / / ) 2. N/A Stock code (if listed) Class of shares issuable(Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 3. N/A Stock code (if listed) Class of shares issuable(Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 4. N/A Stock code (if listed) Class of shares issuable(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) Total C. (Ordinary shares) (Preference shares) (Other class) |
US$ 40564 | 125,000,000 | Nil |
125,000,000 | Nil N/A N/A N/A |
383,881,188 |
|||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)) 2. N/A |
|||||||||
| Ordinary Shares | |||||||||
| HK$2.525 | |||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. N/A |
|||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. N/A |
|||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
|||||||||
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Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)
| Options (other than under Share Option Schemes) | Options (other than under Share Option Schemes) | ||
|---|---|---|---|
| Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable: |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||
| 1. 2. 3. |
RSU Scheme adopted on 10/11/2014, revised on 28/04/2015 | Nil N/A N/A N/A N/A N/A |
Nil |
| and 29/11/2016 | |||
| ( / / ) | |||
| Ordinary shares_(Note 1)_ | |||
| Specific mandate to the board of directors to grant the | N/A | ||
| options to Hong Kong Zhixin Financial News Agency Ltd. | |||
| was given by the shareholders of the Company on | |||
| 24/08/2015. No option has been granted under the specific | |||
| Mandate as at close of the month. | |||
| ( / / ) | |||
| Ordinary shares_(Note 1)_ | |||
| N/A | N/A | ||
| ( / / ) | |||
| shares_(Note 1)_ | |||
| Total D. (Ordinary shares) | |||
| (Preference shares) | |||
| (Other class) |
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Other Movements in Issued Share Capital
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|
| 1. Rights issue At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 2. Open offer At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 3. Placing At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 4. Bonus issue | Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
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| Type of Issue No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|
|---|---|
| 5. Scrip dividend At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 6. Repurchase of shares |
Class of shares repurchased_(Note 1) Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 7. Redemption of shares |
Class of shares redeemed_(Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| 8. Consideration issue At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
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| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|
| 9. Capital reorganisation |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A | |
| 10. Other (Please specify)At price : State currency |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A | |
| Total E. (Ordinary shares) (Preference shares) (Other class) |
N/A N/A N/A |
|||
Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) N/A (2) N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): N/A Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): N/A (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)
IV. Confirmations
We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, insofar as applicable:
(Note 2)
(i) all money due to the listed issuer in respect of the issue of securities has been received by it;
(ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled;
(iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the
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securities have been fulfilled;
-
(iv) all the securities of each class are in all respects identical (Note 3) ;
-
(v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;
-
(vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;
-
(vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
-
(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.
Remarks (if any):
Submitted by: Jen Shu Ling Title: Company Secretary
(Director, Secretary or other duly authorised officer)
Notes :
1. State the class of shares (e.g. ordinary, preference or other).
2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under rule 13.25A in relation to the securities issued, no further confirmation is required to be made in this return.
3. “Identical” means in this context:
-
- the securities are of the same nominal value with the same amount called up or paid up;
-
they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
-
they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.
4. If there is insufficient space, please append the prescribed continuation sheet.
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