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CHINA STATE CONSTRUCTION DEVELOPMENT HOLDINGS LIMITED — Board/Management Information 2016
Feb 29, 2016
49495_rns_2016-02-29_cab440fd-dead-4769-862c-b432404dd702.pdf
Board/Management Information
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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.
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(Incorporated in the Cayman Islands with limited liability) (Stock Code: 419)
PROPOSED CHANGE OF COMPANY NAME
AND PROPOSED AMENDMENTS TO ARTICLES OF ASSOCIATION
The Board proposes to change the English name of the Company from “China Jiuhao Health Industry Corporation Limited” to “Huayi Tencent Entertainment Company Limited” and to change the dual foreign name in Chinese of the Company from “中國9號健康產業有限公司” to “華誼騰訊娛樂有限公司”.
The Board also proposes to (i) update the Articles due to the change of the Company English name and dual foreign name in Chinese; (ii) make certain amendments to the Articles in order to, among other things, align them with the amendments to the Listing Rules; and (iii) adopt the revised Articles.
A circular containing, among other things, information relating to the proposed change of the Company English name and dual foreign name in Chinese, details of the proposed amendments to the Articles with a notice of the EGM, will be despatched to the Shareholders in due course.
PROPOSED CHANGE OF COMPANY NAME
The Board proposes to change the English name of the Company from “China Jiuhao Health Industry Corporation Limited” to “Huayi Tencent Entertainment Company Limited” and to change the dual foreign name in Chinese of the Company from “中國9號健康產業有限公司” to “華誼騰 訊娛樂有限公司”.
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Conditions for the Change of Company Name
The proposed change of name of the Company is subject to (i) the passing of a special resolution by the shareholders of the Company (the “ Shareholders ”) at an extraordinary general meeting (“ EGM ”) to approve the change of the Company English name and dual foreign name in Chinese; and (ii) the Registrar of Companies in the Cayman Islands entering the new English name and dual foreign name in Chinese of the Company on the register of companies maintained by it.
Subject to the satisfaction of the conditions set out above, the change of Company English name will take effect from the date on which the Registrar of Companies in the Cayman Islands enters the new English name and dual foreign name in Chinese of the Company on the register of companies maintained by the Registrar of Companies in the Cayman Islands. The Registrar of Companies in the Cayman Islands shall issue a certificate of incorporation on change of name thereafter. The Company will further carry out the necessary filing procedures with the Companies Registry in Hong Kong. In addition, subject to the confirmation of The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”), the stock short name for trading in the shares of the Company and the website of the Company will also be changed after the change of Company name becoming effective.
Reasons for the Change of the Company Name
Reference is made to the announcement of the Company on 5 February 2016 in relation to the completion of the subscriptions of Shares by the investors which led to change in control of the Company. While the Company intends to continue the operation of its existing online and offline healthcare and wellness services businesses, net proceeds from the subscriptions will be utilized to develop the media and entertainment businesses of the Group. The Board considers that the change of Company name will better reflect the future development of the Group in the media and entertainment businesses and the commitment of the Company’s new controlling Shareholders, and provide a more coherent corporate image and identity of the Company.
The Board is of the opinion that the proposed change of the Company name is in the best interests of the Company and the Shareholders as a whole.
Effect of the Change of the Company Name
The change of Company English name and dual foreign name in Chinese will not, of itself, affect any rights of the Shareholders or the Company’s daily business operation and its financial position. All existing share certificates of the Company in issue bearing the existing name of the Company will, after the change of Company English name and dual foreign name in Chinese becoming effective, continue to be effective and as documents of title to the shares of the Company and will remain valid for trading, settlement, registration and delivery purposes. Accordingly, there will not be any arrangement for free exchange of the existing share certificates for new share certificates bearing the new name of the Company. Upon the change of Company English name and dual foreign name in Chinese becoming effective, new share certificates of the Company will be issued under the new name of the Company.
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PROPOSED AMENDMENTS TO THE ARTICLES
The Board also proposes to (i) update the existing articles of association of the Company (the “ Articles ”) due to the change of the Company English name and dual foreign name in Chinese; (ii) make certain amendments to the Articles in order to, among other things, align them with the amendments to the Listing Rules; and (iii) adopt the revised Articles.
GENERAL
An EGM will be convened to consider and, if thought fit, approve the proposed change of the Company English name and dual foreign name in Chinese and to approve the amendments to the Articles.
A circular containing, among other things, information relating to the proposed change of the Company English name and dual foreign name in Chinese, details of the proposed amendments to the Articles with a notice of the EGM, will be despatched to the Shareholders in due course.
Further announcement will be made by the Company to inform the Shareholders of the results of the EGM, the effective dates of the change of the Company English name and dual foreign name in Chinese, the new English and Chinese stock short names of the Company under which Shares of the Company will be traded on The Stock Exchange of Hong Kong Limited and the new logo and website of the Company in due course.
By Order of the Board China Jiuhao Health Industry Corporation Limited WANG Zhongjun Chairman
Hong Kong, 29 February 2016
As at the date of this announcement, the Board comprises:
Executive directors: Mr. WANG Zhongjun (Chairman), Mr. LAU Seng Yee (Vice Chairman), Mr. WANG Zhonglei, Mr. LIN Haifeng, Ms. WANG Dongmei, Mr. YUEN Hoi Po Independent non-executive directors: Dr. WONG Yau Kar David, BBS, JP, Mr. YUEN Kin, Mr. CHU Yuguo
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