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CPM Group Limited — Capital/Financing Update 2017
Jun 19, 2017
50277_rns_2017-06-18_34415ca6-30a6-4465-bb0c-aef648722767.pdf
Capital/Financing Update
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Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant 如 閣下欲以香港中央結算(代理人)有限公司(「香港結算代理人」)的名義登記將獲發行的香港發售股份,並直接存入中央結算 及交收系統(「中央結算系統」),以記存於 閣下的中央結算系統投資者戶口持有人股份戶口或 閣下指定的中央結算系統參與 者股份戶口,請使用本申請表格
This Application Form uses the same terms as defined in the prospectus of CPM Group Limited (the “Company”) Staple dated 19 June 2017 (the “Prospectus”). 本申請表格使用中漆集團有限公司(「 本公司 」)於二零一七年六月十九日刊發 your 的招股章程(「 招股章程 」)所界定的相同詞彙。 payment here Neither this Application Form nor the Prospectus constitutes an offer to sell or a solicitation of an offer to buy any 請將股款 Hong Kong Offer Shares in any jurisdiction other than Hong Kong. The Hong Kong Offer Shares may not be offered or sold, pledge or transferred in the United States without registration or an exemption from registration under the 緊釘在此 U.S. Securities Act. 本申請表格及招股章程概不構成在香港以外的任何司法權區要約出售或游說要約購買香港發售股 份。若無根據美國證券法登記或獲豁免登記,香港發售股份不得在美國提呈發售或出售、抵押或轉讓。
This Application Form and the Prospectus may not be forwarded or distributed or reproduced (in whole or in part) in any manner whatsoever in any jurisdiction where such forwarding, distribution or reproduction is not permitted under the law of that jurisdiction. 在任何根據當地法律不得發送、派發或複製本申請表格及招股章程的司法權區內概 不得發送或派發或複製(不論方式,也不論全部或部分)本申請表格及招股章程。
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To: The Company The Joint Global Coordinators The Hong Kong Underwriters
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Applicants’ declaration’ declaration declaration
I/We agree to the terms and conditions and application procedures in this Application Form and the Prospectus. Please refer to the “Effect of completing and submitting this Application Form” section of this Application Form.
Warning: Only one application may be made for the benefit of any person. Please refer to the last four bullets of “ Effect of completing and submitting this Application Form” section.
Copies of the Prospectus, all related Application Forms and the other documents specified in the “Documents delivered to the Registrar of Companies in Hong Kong and available for public inspection in Hong Kong” in Appendix V to the Prospectus, have been registered by the Registrar of Companies in Hong Kong as required by section 342C of Companies (Winding Up and Miscellaneous Provisions) Ordinance (Chapter 32 of the Laws of Hong Kong). Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange”), Hong Kong Securities Clearing Company Limited (“HKSCC”), the Securities and Futures Commission of Hong Kong (the “SFC”) and the Registrar of Companies in Hong Kong take no responsibility for the contents of these documents. 招股章程、所有相關申請表格及招股章程附錄五「送呈香港公司註冊處處長及在香港可供公眾查閱的 文件」一節所述其他文件,已遵照香港法例第32章公司(清盤及雜項條文)條例第342C條的規定,送呈香港公司註冊處處 長登記。香港交易及結算所有限公司、香港聯合交易所有限公司(「 聯交所 」)、香港中央結算有限公司(「 香港結算 」)、 香港證券及期貨事務監察委員會(「 證監會 」)及香港公司註冊處處長對此等文件的內容概不負責。 (Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司) Stock code : 1932 股份代號 : 1932 Offer Price : Not more than HK$0.86 for each Hong Kong Offer Share, plus brokerage of 1.0% SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005% (payable in full on application in Hong Kong dollars and subject to refund) 發售價 : 不超過每股香港發售股份 0.86 港元,另加 1.0% 經紀佣金、 0.0027% 證監會交易徵費及 0.005% 聯交所交易費 (須於申請時以港元繳足,並可予退還) You should read this Application Form in conjunction with the Prospectus, which contains further information on the application procedures. 招股章程尚有關於申請程序的其他資料,本申請表格應與招股章程一併閱讀。 Application Form 申請表格 To: The Company 致: 本公司 The Joint Global Coordinators 聯席全球協調人 The Hong Kong Underwriters 香港包銷商 Applicants’ declaration’ declaration declaration 申請人聲明 I/We agree to the terms and conditions and application 本人╱我們同意本申請表格及招股章程的條款及條件以及 procedures in this Application Form and the 申請程序。請參閱本申請表格「填寫及遞交本申請表格的效 Prospectus. Please refer to the “Effect of completing 用」一節。
一 。 警告: 任何人士只限作出 次為其利益而進行的認購申請 請參閱「填寫及遞交本申請表格的效用」一節最後四點。
Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant 如 閣下欲以香港中央結算(代理人)有限公司(「香港結算代理人」)的名義登記將獲發行的香港發售股份,並 直接存入中央結算及交收系統(「中央結算系統」),以記存於 閣下的中央結算系統投資者戶口持有人股份戶 口或 閣下指定的中央結算系統參與者股份戶口,請使用本申請表格
Signed by (all) applicant(s)(all joint applicants must sign): 由(所有)申請人簽署(所有聯名申請人必須簽署):
For Broker use 此欄供經紀填寫 Lodged by 遞交申請的經紀 由(所有)申請人簽署(所有聯名申請人必須簽署): Broker No. 經紀號碼 Broker’s Chop 經紀印章 Date 日期:日期: ╱ ╱ D 日日 M 月月 Y 年年 Number of Hong Kong Offer Shares applied for (not more than Cheque/banker’s cashier order number 支票╱銀行本票號碼 12,500,000 shares)申請香港發售股份數目(不超過12,500,000股股份))申請香港發售股份數目(不超過12,500,000股股份)申請香港發售股份數目(不超過12,500,000股股份)12,500,000股股份)股股份) Name of bank on which cheque/Banker’s cashier order is drawn Total amount 總額總額 (see “How to make your application” section) HK$ 港元 兌現支票╱銀行本票的銀行名稱(請參閱「申請手續」一節) Name in English 英文姓名╱名稱glish 英文姓名╱名稱lish 英文姓名╱名稱英文姓名╱名稱 Family name or company name 姓氏或公司名稱 Forename(s) 名字 Name in Chinese 中文姓名╱名稱中文姓名╱名稱 Family name or company name 姓氏或公司名稱 Forename(s) 名字 Occupation in English 職業(以英文填寫)glish 職業(以英文填寫)lish 職業(以英文填寫)職業(以英文填寫) Hong Kong identity card no./passport no./Hong Kong business registration no. (Please delete as appropriate) 香港身份證號碼╱護照號碼╱香港商業 登記號碼(請刪除不適用者) Names of all other joint applicants in English (if any) Hong Kong identity card no./passport no./Hong Kong business registration 所有其他聯名申請人的英文名稱(如有) no. of all other joint applicants (Please delete as appropriate) 所有其他聯 1) 名申請人的香港身份證號碼╱護照號碼╱香港商業登記號碼(請刪除不適用 者) 2) 1) 3) 2) 3) Hong Kong address in English and telephone no. (joint applicants should give the address and the telephone number of first-named applicant only) 香港地址(以英文填寫)及電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)址(以英文填寫)及電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)(以英文填寫)及電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)只須填寫排名首位申請人的地址及電話號碼)須填寫排名首位申請人的地址及電話號碼)址及電話號碼)及電話號碼)電話號碼)話號碼) Telephone No. 電話號碼phone No. 電話號碼hone No. 電話號碼電話號碼話號碼 For Nominees: You will be treated as applying for your own THIS BOX MUST BE DULY COMPLETED 必須填妥此欄須填妥此欄此欄欄 benefit if you do not complete this section. Please provide Participant I.D. of the CCASS Investor Participant or designated an account number or identification code for each (joint) CCASS Participant 中央結算系統投資者戶口持有人或指定的中央結算系 beneficial owner. 由代名人遞交: 代名人若不填寫本節,是項認 統參與者的參與者編號 購申請將視作為 閣下本身利益提出。請填寫每名(聯名)實益擁 有人的賬戶號碼或身份識別號碼。 For designated CCASS Participant or Corporate CCASS Investor ADDRESS LABEL 地址標貼 (Your name(s) and and address in Hong Kong in Hong Kong Participant, please also affix the company chop bearing its company name 指定的中央結算系統參與者或中央結算系統公司投資者戶口持有 in BLOCK letters 請用請用 正楷 填寫 姓名 ╱ 名稱 及香港 地址 ) 人,請加蓋顯示公司名稱的公司印章
Date 日期:日期: ╱ ╱ D 日日 M 月月 Y 年年
Number of Hong Kong Offer Shares applied for (not more than
12,500,000 shares)申請香港發售股份數目(不超過12,500,000股股份))申請香港發售股份數目(不超過12,500,000股股份)申請香港發售股份數目(不超過12,500,000股股份)12,500,000股股份)股股份)
Total amount 總額總額
Name in English 英文姓名╱名稱glish 英文姓名╱名稱lish 英文姓名╱名稱英文姓名╱名稱
Name in Chinese 中文姓名╱名稱中文姓名╱名稱
Occupation in English 職業(以英文填寫)glish 職業(以英文填寫)lish 職業(以英文填寫)職業(以英文填寫)
Names of all other joint applicants in English (if any) 所有其他聯名申請人的英文名稱(如有)
Hong Kong address in English and telephone no. (joint applicants should give the address and the telephone number of first-named applicant only) 香港地址(以英文填寫)及電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)址(以英文填寫)及電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)(以英文填寫)及電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)電話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)話號碼(聯名申請人只須填寫排名首位申請人的地址及電話號碼)只須填寫排名首位申請人的地址及電話號碼)須填寫排名首位申請人的地址及電話號碼)址及電話號碼)及電話號碼)電話號碼)話號碼) Telephone No. 電話號碼phone No. 電話號碼hone No. 電話號碼電話號碼話號碼 For Nominees: You will be treated as applying for your own THIS BOX MUST BE DULY COMPLETED 必須填妥此欄須填妥此欄此欄欄 benefit if you do not complete this section. Please provide Participant I.D. of the CCASS Investor Participant or designated an account number or identification code for each (joint) CCASS Participant 中央結算系統投資者戶口持有人或指定的中央結算系 beneficial owner. 由代名人遞交: 代名人若不填寫本節,是項認 統參與者的參與者編號 購申請將視作為 閣下本身利益提出。請填寫每名(聯名)實益擁 有人的賬戶號碼或身份識別號碼。 For designated CCASS Participant or Corporate CCASS Investor ADDRESS LABEL 地址標貼 (Your name(s) and and address in Hong Kong in Hong Kong Participant, please also affix the company chop bearing its company name 指定的中央結算系統參與者或中央結算系統公司投資者戶口持有 in BLOCK letters 請用請用 正楷 填寫 姓名 ╱ 名稱 及香港 地址 )
(See paragraph 2 in the section “How to make your application”) (請參閱「申請手續」一節第2段)
For internal use 此欄供內部使用
Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant 如 閣下欲以香港中央結算(代理人)有限公司(「香港結算代理人」)的名義登記將獲發行的香港發售股份,並 直接存入中央結算及交收系統(「中央結算系統」),以記存於 閣下的中央結算系統投資者戶口持有人股份戶 口或 閣下指定的中央結算系統參與者股份戶口,請使用本申請表格
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(1) If you are a CCASS Investor Participant, only a Hong Kong identity card number (if you are an individual) or a Hong Kong business registration number (if you are a body corporate) will be accepted for this application, please see paragraph 2 under the section “How to make your application” . 如 閣下為中央結算系統投資者戶口持有人,是 項申請僅接納香港身份證號碼(如屬個人)或香港商業登記號碼(如屬法人團體);請參閱
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「申請手續」一節第2段。
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(2) If you are applying through a designated CCASS Participant (other than a CCASS Investor Participant): For an individual, you must provide your Hong Kong identity card number or passport number. If you hold a Hong Kong identity card, please provide that number. If you do not hold a Hong Kong identity card, please provide your passport number. For a body corporate, please provide your Hong Kong business registration number. 如 閣下透過中央結算系統投資者戶口持有人以外的指定中央結算系統參與者提如 閣下透過中央結算系統投資者戶口持有人以外的指定中央結算系統參與者提 出申請:如屬個人,必須填寫 閣下的香港身份證號碼或護照號碼(持有香港身份證者請 填寫香港身份證號碼,否則請填寫護照號碼);如屬法人團體,請填寫香港商業登記號碼。
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(3) Part of the Hong Kong identity card number/passport number of you or, for joint applicants, the first-named applicant may be printed on your refund cheque (if any). Such data will be used for checking the validity of Application Form and such data would also be transferred to a third party for such purpose and refund purpose. Your banker may require verification of your Hong Kong identity card number/passport number before you can cash your refund cheque. 退款支票(如有)上或會印有 閣下或
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(如屬聯名申請人)排名首位申請人的香港身份證號碼╱護照號碼的一部分。有關資料將用 於核實申請表格的有效性,亦會轉交第三方作資料核實及退款。銀行兌現退款支票前或會 要求查證 閣下的香港身份證號碼╱護照號碼。
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(4) If an application is made by an unlisted company and: • the principal business of that company is dealing in securities; and • you exercise statutory control over that company, then the application will be treated as being made for your benefit. 倘申請人是一間非上市公司,而: • 該公司主要從事證券買賣業務;及 • 閣下對該公司可行使法定控制權, 是項申請將視作為 閣下的利益提出。
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(5) All joint applicants must give (if they are individuals) their Hong Kong identity card numbers or, where applicable, passport numbers, or (if they are bodies corporate) their Hong Kong business registration numbers. 所有聯名申請人必須提供(如屬個人)其香港 身份證號碼或(如適用)護照號碼,或(如屬法人團體)其香港商業登記號碼。
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number or passport number. If you hold a Hong Kong identity card, please provide that number. If you do not hold a Hong Kong identity card, please provide your passport number. For a body corporate, please provide your Hong Kong business registration number. 如 閣下透過中央結算系統投資者戶口持有人以外的指定中央結算系統參與者提如 閣下透過中央結算系統投資者戶口持有人以外的指定中央結算系統參與者提 出申請:如屬個人,必須填寫 閣下的香港身份證號碼或護照號碼(持有香港身份證者請 填寫香港身份證號碼,否則請填寫護照號碼);如屬法人團體,請填寫香港商業登記號碼。
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(3) Part of the Hong Kong identity card number/passport number of you or, for joint applicants, the first-named applicant may be printed on your refund cheque (if any). Such data will be used for checking the validity of Application Form and such data would also be transferred to a third party for such purpose and refund purpose. Your banker may require verification of your Hong Kong identity card number/passport number before you can cash your refund cheque. 退款支票(如有)上或會印有 閣下或
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(如屬聯名申請人)排名首位申請人的香港身份證號碼╱護照號碼的一部分。有關資料將用 於核實申請表格的有效性,亦會轉交第三方作資料核實及退款。銀行兌現退款支票前或會 要求查證 閣下的香港身份證號碼╱護照號碼。
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(4) If an application is made by an unlisted company and: • the principal business of that company is dealing in securities; and • you exercise statutory control over that company, then the application will be treated as being made for your benefit. 倘申請人是一間非上市公司,而: • 該公司主要從事證券買賣業務;及 • 閣下對該公司可行使法定控制權, 是項申請將視作為 閣下的利益提出。
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(5) All joint applicants must give (if they are individuals) their Hong Kong identity card numbers or, where applicable, passport numbers, or (if they are bodies corporate) their Hong Kong business registration numbers. 身份證號碼或(如適用)護照號碼,或(如屬法人團體)其香港商業登記號碼。
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Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant
How to make your application
- Use the table below to calculate how much you must pay. Your application must be for a minimum of 4,000 Hong Kong Offer Shares and in one of the numbers set out in the table, or your application will be rejected.
| your application will be rejected. | |
|---|---|
| NUMBER OF HONG KONG OFFER SHARES THAT MAY BE APPLIED FOR AND PAYMENTS | |
| No. of Hong Kong Amount payable No. of Hong Kong Amount payable No. of Hong Kong Amount payable No. of Hong Kong Amount payable |
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| Offer Shares on application Offer Shares on application Offer Shares on application Offer Shares on application |
|
| applied for HK$ applied for HK$ applied for HK$ applied for HK$ |
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| 4,000 3,474.66 40,000 34,746.65 300,000 260,599.87 3,000,000 2,605,998.66 |
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| Sample樣版 8,000 12,000 16,000 20,000 24,000 28,000 32,000 36,000 6,949.33 10,424.00 13,898.66 17,373.32 20,847.99 24,322.65 27,797.32 31,271.99 60,000 80,000 100,000 120,000 140,000 160,000 180,000 200,000 52,119.97 69,493.30 86,866.62 104,239.95 121,613.27 138,986.60 156,359.92 173,733.24 400,000 500,000 600,000 700,000 800,000 900,000 1,000,000 2,000,000 347,466.49 434,333.11 521,199.73 608,066.35 694,932.98 781,799.60 868,666.22 1,737,332.44 4,000,000 5,000,000 6,000,000 7,000,000 8,000,000 9,000,000 10,000,000 11,000,000 12,000,000 12,500,000(1) 3,474,664.88 4,343,331.10 5,211,997.32 6,080,663.54 6,949,329.76 7,817,995.98 8,686,662.20 9,555,328.42 10,423,994.64 10,858,327.75 (1) Maximum number of Hong Kong Offer Shares you may apply for. 2. You, as the applicant(s), must complete the form in English as indicated below and sign on the second page of the Application Form. Only written signatures will be accepted (and not by way of personal chop). If you are applying through a designated CCASS Participant (other than a CCASS Investor Participant): • the designated CCASS Participant must endorse the form with its company chop (bearing its company name) and insert its participant I.D. in the appropriate box. If you are applying as an individual CCASS Investor Participant: • the form must contain your NAME and Hong Kong identity card number; • your participant I.D. must be inserted in the appropriate box. If you are applying as a joint individual CCASS Investor Participant: • the form must contain all joint investor participants’ NAMES and the Hong Kong identity card number of all joint investor participants; • your participant I.D. must be inserted in the appropriate box. If you are applying as a corporate CCASS Investor Participant: • the form must contain your company NAME and Hong Kong business registration number; • your participant I.D. and your company chop (bearing your company name) must be inserted in the appropriate box. Incorrect or omission of details of the CCASS Participant including participant I.D. and/or company chop bearing its company name or other similar matters may render your application invalid. |
Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant
- Staple your cheque or banker’ s cashier order to the form. Each application for the Hong Kong Offer Shares must be accompanied by either one separate cheque or one separate banker’ s cashier order. Your application will be rejected if your cheque or banker’ s cashier order does not meet all the following requirements or if your cheque is dishonoured on its first presentation:
The cheque must: Banker’ s cashier order must: • be in Hong Kong dollars; • not be post-dated; • be made payable to “Ting Hong Nominees Limited – CPM Group Public Offer” ; • be crossed “Account Payee Only” ; • be drawn on your Hong Kong dollar bank account in • be issued by a licensed bank in Hong Kong, and Hong Kong; and have your name certified on the back by a person • show your account name, which must either be authorised by the bank. The name on the banker’ s pre-printed on the cheque, or be endorsed on the cashier order must correspond with your name. If it back by a person authorised by the bank. This is a joint application, the name on the back of the account name must correspond with your name. If it banker’ s cashier order must be the same as the is a joint application, the account name must be the first-named applicant’ s name. same as the first-named applicant’ s name. 4. Tear off the Application Form, fold it once and lodge your completed Application Form (with cheque or banker’ s cashier order attached) to one of the collection boxes at any of the following branches of the following receiving bank: DBS Bank (Hong Kong) Limited Branch Address Hong Kong Island United Centre Branch Shops 1015-1018, 1/F & Shops 2032-2034, 2/F, United Centre, 95 Queensway, Admiralty North Point Branch G/F, 391 King’s Road, North Point Happy Valley Branch G/F, 18A-22 King Kwong Street, Happy Valley Kowloon Nathan Road EB Centre 2/F, Wofoo Commercial Building, 574-576 Nathan Road, Mongkok Kowloon Bay EB Centre Shop 6, G/F, Chevalier Commercial Centre, 8 Wang Hoi Road, Kowloon Bay New Territories Kwai Chung Branch G/F, 1001 Kwai Chung Road, Kwai Chung Ma On Shan Branch Shops 205-206, Level 2, Ma On Shan Plaza, Ma On Shan 5. Your Application Form can be lodged at these times: Monday, 19 June 2017 – 9:00 a.m. to 5:00 p.m. Tuesday, 20 June 2017 – 9:00 a.m. to 5:00 p.m. Wednesday, 21 June 2017 – 9:00 a.m. to 5:00 p.m. Thursday, 22 June 2017 – 9:00 a.m. to 5:00 p.m. Friday, 23 June 2017 – 9:00 a.m. to 12:00 noon
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Your Application Form can be lodged at these times:
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The latest time for lodging your application is 12:00 noon on Friday, 23 June 2017. The application lists will be open between 11:45 a.m. to 12:00 noon on that day, subject only to the weather conditions, as described in “10. Effect of bad weather on the opening of the Application Lists” in the “How to Apply for Hong Kong Offer Shares and CNT Reserved Shares” section of the Prospectus.
Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant
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(Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司)
GLOBAL OFFERING
Conditions of your application
- confirm that you have read the terms and conditions and application procedures set forth in the Prospectus and in the Application Form and agree to be bound by them;
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A. Who can apply
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You and any person(s) for whose benefit you are applying Application Form and agree to be bound by them; must be 18 years of age or older and must have a Hong Kong • confirm that you have received and read the Prospectus address. and have only relied on the information and representations
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If you are a firm, the application must be in the individual contained in the Prospectus in making your application and members’ names. will not rely on any other information or representations except
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The number of joint applicants may not exceed 4. those in any supplement to the Prospectus; 4. If you are a body corporate, the application must be signed • confirm that you are aware of the restrictions on the Global by a duly authorised officer, who must state his representative Offering as set forth in the Prospectus; capacity, and stamped with your corporation’s chop. • agree that none of the Company, the Sponsor, the Joint Global
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You must be outside the United States, not be a United States Coordinators, the Joint Bookrunners, the Underwriters, their Person (as defined in Regulation S under the U.S. Securities respective directors, officers, employees, partners, agents, Act) and not be a legal or natural person of the PRC. advisers and any other parties involved in the Global Offering
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Unless permitted by the Listing Rules, you cannot apply for any is or will be liable for any information and representations not in Hong Kong Offer Shares if you: the Prospectus (and any supplement to it); • are an existing beneficial owner of Shares in the Company • undertake and confirm that you or the person(s) for whose and/or any of its subsidiaries; benefit you have made the application have not applied for
• are a Director or chief executive officer of the Company or taken up, or indicated an interest for, and will not apply for and/or any of its subsidiaries; or take up, or indicate an interest for, any International Offer
• are an associate (as defined in the Listing Rules) of any of Shares under the International Offering nor participated in the above; the International Offering, except in respect of CNT Reserved
• are a connected person (as defined in the Listing Rules) Shares applied under the CNT Preferential Offer; of the Company or will become a connected person of • agree to disclose to the Company, the Hong Kong Branch the Company immediately upon completion of the Global Registrar, receiving bank, the Sponsor, the Joint Global Offering; and Coordinators, the Joint Bookrunners, the Underwriters and/or
• have been allocated or have applied for or indicated an their respective advisers and agents any personal data which interest in any International Offer Shares or otherwise they may require about you and the person(s) for whose benefit participate in the International Offering, except in respect of you have made the application; CNT Reserved Shares under the CNT Preferential Offer. • if the laws of any place outside Hong Kong apply to your application, agree and warrant that you have complied with
B. If you are a nominee all such laws and none of the Company, the Sponsor, the You, as a nominee, may make more than one application for the Joint Global Coordinators, the Joint Bookrunners and the Hong Kong Offer Shares by: (i) giving electronic instructions to Underwriters nor any of their respective officers or advisers HKSCC via Central Clearing and Settlement System (“CCASS”) (if CCASS”) (if ”) (if CCASS”) (if ”) (if ”) (if will breach any law outside Hong Kong as a result of the you are a CCASS Participant);or (ii) using a ;or (ii) using a or (ii) using a ;or (ii) using a or (ii) using a or (ii) using a WHITE or or or YELLOW acceptance of your offer to purchase, or any action arising Application Form, and lodge more than one application in your own from your rights and obligations under the terms and conditions name on behalf of different beneficial owners. contained in the Prospectus and the Application Form;
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If you are a firm, the application must be in the individual 3. The number of joint applicants may not exceed 4. those in any supplement to the Prospectus; 4. If you are a body corporate, the application must be signed • by a duly authorised officer, who must state his representative Offering as set forth in the Prospectus; capacity, and stamped with your corporation’s chop. • 5. You must be outside the United States, not be a United States Person (as defined in Regulation S under the U.S. Securities Act) and not be a legal or natural person of the PRC. 6. Unless permitted by the Listing Rules, you cannot apply for any Hong Kong Offer Shares if you: the Prospectus (and any supplement to it); are an existing beneficial owner of Shares in the Company • and/or any of its subsidiaries; are a Director or chief executive officer of the Company and/or any of its subsidiaries; are an associate (as defined in the Listing Rules) of any of the above; are a connected person (as defined in the Listing Rules) Shares applied under the CNT Preferential Offer; of the Company or will become a connected person of • the Company immediately upon completion of the Global Offering; and have been allocated or have applied for or indicated an interest in any International Offer Shares or otherwise participate in the International Offering, except in respect of you have made the application; CNT Reserved Shares under the CNT Preferential Offer. • You, as a nominee, may make more than one application for the Hong Kong Offer Shares by: (i) giving electronic instructions to HKSCC via Central Clearing and Settlement System (“CCASS”) (if CCASS”) (if ”) (if CCASS”) (if ”) (if ”) (if you are a CCASS Participant);or (ii) using a ;or (ii) using a or (ii) using a ;or (ii) using a or (ii) using a or (ii) using a WHITE or or or YELLOW Application Form, and lodge more than one application in your own contained in the Prospectus and the Application Form; • not rescind it because of an innocent misrepresentation; By completing and submitting this Application Form, you (and • if you are joint applicants, each of you jointly and severally) for Hong Kong; yourself or as an agent or a nominee on behalf of each person for • undertake to execute all relevant documents and instruct and authorise the Company and/or the Joint Global Coordinators (or their agents or nominees), as agents of the Company, to execute any documents for you and to do on your behalf all
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B. If you are a nominee
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agree that once your application has been accepted, you may not rescind it because of an innocent misrepresentation;
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C. Effect of completing and submitting this Application Form By completing and submitting this Application Form, you (and if you are joint applicants, each of you jointly and severally) for yourself or as an agent or a nominee on behalf of each person for whom you act:
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agree that your application will be governed by the laws of Hong Kong;
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represent, warrant and undertake that (i) you understand that the Hong Kong Offer Shares have not been and will not be registered under the U.S. Securities Act; and (ii) you and any person for whose benefit you are applying for the Hong Kong Offer Shares are outside the United States (as defined in Regulation S) or are a person described in paragraph (h)(3) of Rule 902 of Regulation S;
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undertake to execute all relevant documents and instruct and authorise the Company and/or the Joint Global Coordinators (or their agents or nominees), as agents of the Company, to execute any documents for you and to do on your behalf all things necessary to register any Hong Kong Offer Shares allocated to you in your name or in the name of HKSCC Nominees as required by the Articles;
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warrant that the information you have provided is true and accurate;
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agree to comply with the Companies Ordinance, Companies (Winding Up and Miscellaneous Provisions) Ordinance and the Articles of Association;
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agree to accept the Hong Kong Offer Shares applied for, or any lesser number allocated to you under the application;
You, as a nominee, may make more than one application for the Hong Kong Offer Shares by: (i) giving electronic instructions to HKSCC via Central Clearing and Settlement System (“CCASS”) (if CCASS”) (if ”) (if CCASS”) (if ”) (if ”) (if you are a CCASS Participant);or (ii) using a ;or (ii) using a or (ii) using a ;or (ii) using a or (ii) using a or (ii) using a WHITE or or or YELLOW Application Form, and lodge more than one application in your own name on behalf of different beneficial owners.
Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant
- authorise the Company to place the name of the HKSCC Nominees on the Company’ s register of members as the holder(s) of any Hong Kong Offer Shares allocated to you, and the Company and/or its agents to deposit any share certificate(s) into CCASS and/or to send any refund cheque(s) to you or the first-named applicant for joint application by ordinary post at your own risk to the address stated on the application, unless you have chosen to collect refund cheque(s) in person;
fee. If the Offer Price is not agreed between the Company and the Joint Global Coordinators (for themselves and on behalf of the Underwriters) on or before Tuesday, 27 June 2017, the Global Offering will not proceed and will lapse.
Applications for Hong Kong Offer Shares will not be processed and no allotment of any Hong Kong Offer Shares will be made until the Application Lists close.
Publication of results
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agree that the Hong Kong Offer Shares to be allotted shall be The Company expects to announce the Offer Price, the indication issued in the name of HKSCC Nominees and deposited directly of the level of interest in the International Offering, the level of into CCASS for credit to your investor participant stock account applications in the Hong Kong Public Offering and the CNT Preferential or the stock account of your designated CCASS Participant; Offer and the basis of allocation of the Hong Kong Offer Shares and
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• agree that each of HKSCC and HKSCC Nominees reserves the results of applications of the Hong Kong Public Offering and the the right (1) not to accept any or part of such allotted shares CNT Preferential Offer on Thursday, 29 June 2017 on the Company’s issued in the name of HKSCC Nominees or not to accept such website at www.cpmgroup.com.hk and the website of the Stock allotted shares for deposit into CCASS; (2) to cause such Exchange at www.hkexnews.hk. Results of allocations in Hong allotted shares to be withdrawn from CCASS and issued in Kong Public Offer, and the Hong Kong Identity Card/passport/Hong your name at your own risk and costs; and (3) to cause such Kong business registration numbers of successful applicants (where allotted shares to be issued in your name (or, if you are a joint applicable) will be available on the above websites. applicant, to the first-named applicant) and in such a case, to post the certificates for such allotted shares at your own risk If your application for Offer Shares is successful (in whole or in part) to the address on your application form by ordinary post or to If your application is wholly or partially successful, your Share make available the same for your collection; certificate(s) (subject to their becoming valid certificates of title
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• agree that each of HKSCC and HKSCC Nominees may adjust provided that the Global Offering has become unconditional and not the number of allotted shares issued in the name of HKSCC having been terminated at 8:00 a.m. on Friday, 30 June 2017) will be Nominees; issued in the name of HKSCC Nominees and deposited directly into
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• agree that neither HKSCC nor HKSCC Nominees shall have any CCASS for credit to your CCASS Investor Participant stock account or liability for the information and representations not so contained the stock account of your designated CCASS Participant as instructed in the Prospectus and this application form; by you in your Application Form on Thursday, 29 June 2017 or, on any
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• agree that neither HKSCC nor HKSCC Nominees shall be liable other date as shall be determined by HKSCC or HKSCC Nominees. to you in any way;
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• declare and represent that this is the only application made • If you are applying through a designated CCASS Participant and the only application intended by you to be made to benefit (other than a CCASS Investor Participant): For Hong Kong Offer you or the person for whose benefit you are applying except Shares credited to the stock account of your designated CCASS in respect of CNT Reserved Shares applied under the CNT Participant (other than a CCASS Investor Participant), you can Preferential Offer; check the number of Hong Kong Offer Shares allotted to you with
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• understand that the Company and the Joint Global that CCASS Participant. Coordinators will rely on your declarations and representations • If you are applying as a CCASS Investor Participant: The in deciding whether or not to make any allotment of any of Company expects to publish the results of CCASS Investor the Hong Kong Offer Shares to you and that you may be Participants’ applications together with the results of the Hong prosecuted for making a false declaration; Kong Public Offering on Thursday, 29 June 2017. You should
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• (if the application is made for your own benefit) warrant that no check the announcement published by the Company and report other application has been or will be made for your benefit on any discrepancies to HKSCC before 5:00 p.m. on Thursday, 29 a WHITE or YELLOW Application Form or by giving electronic Application Form or by giving electronic June 2017 or such other date as shall be determined by HKSCC application instructions to HKSCC or to the HK eIPO White or HKSCC Nominees. Immediately after the credit of the Hong Form Service Provider by you or by anyone as your agent or by Service Provider by you or by anyone as your agent or by Kong Offer Shares to your stock account you can check your any other person; and new account balance via the CCASS Phone System and CCASS
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• (if you are making the application as an agent for the benefit Internet System (under the procedures contained in HKSCC’s “An of another person) warrant that (i) no other application has Operating Guide for Investor Participants” in effect from time to been or will be made by you as agent for or for the benefit of time). HKSCC will also make available to you an activity statement that person or by that person or by any other person as agent showing the number of Hong Kong Offer Shares credited to your for that person on a WHITE or or YELLOW Application Form or Application Form or stock account. by giving electronic application instructions to HKSCC; and No receipt will be issued for application money paid. The Company will (ii) you have due authority to sign the Application Form or give not issue temporary documents of title. electronic application instructions on behalf of that other person as his agent. Refund of application monies
issued in the name of HKSCC Nominees or not to accept such website at allotted shares for deposit into CCASS; (2) to cause such Exchange at allotted shares to be withdrawn from CCASS and issued in your name at your own risk and costs; and (3) to cause such allotted shares to be issued in your name (or, if you are a joint applicable) will be available on the above websites. applicant, to the first-named applicant) and in such a case, to post the certificates for such allotted shares at your own risk If your application for Offer Shares is successful (in whole or in part) to the address on your application form by ordinary post or to make available the same for your collection; agree that each of HKSCC and HKSCC Nominees may adjust the number of allotted shares issued in the name of HKSCC agree that neither HKSCC nor HKSCC Nominees shall have any liability for the information and representations not so contained in the Prospectus and this application form; agree that neither HKSCC nor HKSCC Nominees shall be liable other date as shall be determined by HKSCC or HKSCC Nominees. declare and represent that this is the only application made • and the only application intended by you to be made to benefit you or the person for whose benefit you are applying except in respect of CNT Reserved Shares applied under the CNT understand that the Company and the Joint Global that CCASS Participant. Coordinators will rely on your declarations and representations • in deciding whether or not to make any allotment of any of the Hong Kong Offer Shares to you and that you may be prosecuted for making a false declaration; (if the application is made for your own benefit) warrant that no other application has been or will be made for your benefit on or YELLOW Application Form or by giving electronic Application Form or by giving electronic application instructions to HKSCC or to the HK eIPO White Form Service Provider by you or by anyone as your agent or by Service Provider by you or by anyone as your agent or by (if you are making the application as an agent for the benefit of another person) warrant that (i) no other application has been or will be made by you as agent for or for the benefit of that person or by that person or by any other person as agent WHITE or or YELLOW Application Form or Application Form or stock account. by giving electronic application instructions to HKSCC; and (ii) you have due authority to sign the Application Form or give not issue temporary documents of title. electronic application instructions on behalf of that other person Refund of application monies If your application is made by a person under a power of attorney, the Company and the Joint Global Coordinators may accept or reject your application at their discretion, and on any conditions they think fit, including evidence of the attorney’s authority.
If you do not receive any Hong Kong Offer Shares or if your application D. Power of attorney is accepted only in part, the Company will refund to you your If your application is made by a person under a power of attorney, application monies or the appropriate portion thereof (including the the Company and the Joint Global Coordinators may accept or related 1% brokerage, 0.0027% SFC transaction levy and 0.005% reject your application at their discretion, and on any conditions Stock Exchange trading fee) without interest. If the Offer Price is they think fit, including evidence of the attorney’s authority. less than the maximum Offer Price, the Company will refund to you the surplus application monies (including the related 1% brokerage, Determination of Offer Price and Allocation of the Hong Kong Offer 0.0027% SFC transaction levy and 0.005% Stock Exchange trading Shares fee) without interest.
The Offer Price is expected to be fixed on or around Monday, 26 June 2017 and, in any event, not later than Tuesday, 27 June 2017. Applicants are required to pay the Offer Price of not more than HK$0.86 for each Hong Kong Offer Share together with 1% brokerage, 0.0027% SFC transaction levy and 0.005% Stock Exchange trading
The refund procedures are stated in the section “14. Despatch/ Collection of Share certificates and refund monies” in the section headed “How to Apply for Hong Kong Offer Shares and CNT Reserved Shares” of the Prospectus.
Please use this Application Form if you want the Hong Kong Offer Shares to be issued in the name of HKSCC Nominees Limited (“HKSCC Nominees”) and deposited directly into the Central Clearing and Settlement System (“CCASS”) for credit to your CCASS Investor Participant stock account or the stock account of your designated CCASS Participant
- Transfer of personal data Personal data held by the Company and its Hong Kong Branch Registrar relating to the securities' holders will be kept confidential but the Company and its Hong Kong Branch Registrar may, to the extent necessary for achieving any of the above purposes, disclose, obtain or transfer (whether within or outside Hong Kong) the personal data to, from or with any of the following:
Personal Data
Personal Information Collection Statement
This Personal Information Collection Statement informs the applicant for, and holder of, the Hong Kong Offer Shares, of the policies and practices of the Company and its Hong Kong Branch Registrar in relation to personal data and the Personal Data (Privacy) Ordinance (Chapter 486 of the Laws of Hong Kong) (the “Ordinance”).
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the Company’ s appointed agents such as financial advisers, receiving bankers and overseas principal share registrar;
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Reasons for the collection of your personal data It is necessary for applicants and registered holders of securities to supply correct personal data to the Company or its agents and its Hong Kong Branch Registrar when applying for securities or transferring securities into or out of their names or in procuring the services of the Hong Kong Branch Registrar. Failure to supply the requested data may result in your application for securities being rejected, or in delay or the inability of the Company or its Hong Kong Branch Registrar to effect transfers or otherwise render their services. It may also prevent or delay registration or transfers of the Hong Kong Offer Shares which you have successfully applied for and/or the dispatch of share certificate(s) and/or refund cheque(s) to which you are entitled.
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where applicants for securities request a deposit into CCASS, HKSCC or HKSCC Nominees, who will use the personal data for the purposes of operating CCASS;
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• any agents, contractors or third-party service providers
who offer administrative, telecommunications,
computer, payment or other services to the Company or
its Hong Kong Branch Registrar in connection with their
respective business operation;
• the Stock Exchange, the SFC and any other statutory
regulatory or governmental bodies or otherwise as
required by laws, rules or regulations; and
• any persons or institutions with which the securities’
holders have or propose to have dealings, such as their
bankers, solicitors, accountants or stockbrokers etc.
4. Retention of personal data
The Company and its Hong Kong Branch Registrar will
keep the personal data of the applicants and holders of
securities for as long as necessary to fulfil the purposes
for which the personal data were collected. Personal data
which is no longer required will be destroyed or dealt with
in accordance with the Ordinance.
5. Access to and correction of personal data
The Ordinance provides that securities' holders have the
right to ascertain whether the Company or the Hong Kong
Branch Registrar hold their personal data, to obtain a copy
of that data, and to correct any data that is inaccurate. The
Company and its Hong Kong Branch Registrar have the
right to charge a reasonable fee for the processing of such
requests.
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It is important that securities holders inform the Company and its Hong Kong Branch Registrar immediately of any inaccuracies in the personal data supplied.
2. Purposes
The personal data of the securities holders may be used, held, processed, and/or stored (by whatever means) for the following purposes:
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processing your application and refund cheque, where in accordance with the Ordinance. applicable, verification of compliance with the terms and application procedures set out in this Application 5. Access to and correction of personal data Form and the Prospectus and announcing results of The Ordinance provides that securities' holders have the allocation of the Hong Kong Offer Shares; right to ascertain whether the Company or the Hong Kong
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• compliance with applicable laws and regulations in Branch Registrar hold their personal data, to obtain a copy Hong Kong and elsewhere; of that data, and to correct any data that is inaccurate. The
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• registering new issues or transfers into or out of Company and its Hong Kong Branch Registrar have the the names of securities ’ holders including, where right to charge a reasonable fee for the processing of such applicable, HKSCC Nominees; requests.
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• maintaining or updating the register of securities ’ All requests for access to data or correction of data should holders of the Company; be addressed to us, at our principal place of business in
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• verifying securities holders’ identities; Hong Kong as disclosed in the “Corporate Information” • establishing benefit entitlements of securities’ holders section of the Prospectus or as notified from time to time, of the Company, such as dividends, rights issues, for the attention of the company secretary, or our Hong bonus issues, etc.; Kong Branch Registrar for the attention of the privacy
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• distributing communications from the Company and its compliance officer for the purposes of the Ordinance. subsidiaries;
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• compiling statistical information and securities’ holders By signing an Application Form or by giving electronic profiles; application instructions to HKSCC, you agree to all of the
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• disclosing relevant information to facilitate claims on above. entitlements; and
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• any other incidental or associated purposes relating to the above and/or to enable the Company and its Hong Kong Branch Registrar to discharge their obligations to securities’ holders and/or regulators and/or any other purposes to which the securities’ holders may from time to time agree.
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verifying securities holders’ identities;
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establishing benefit entitlements of securities’ holders of the Company, such as dividends, rights issues, bonus issues, etc.;
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disclosing relevant information to facilitate claims on entitlements; and
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• any other incidental or associated purposes relating to the above and/or to enable the Company and its Hong Kong Branch Registrar to discharge their obligations to securities’ holders and/or regulators and/or any other purposes to which the securities’ holders may from time to time agree.