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Flowing Cloud Technology Ltd Share Issue/Capital Change 2024

Nov 5, 2024

51007_rns_2024-11-05_413263b4-8e2f-49dc-a806-491434f461c0.pdf

Share Issue/Capital Change

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Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

For the month ended:

31 October 2024

Status: New Submission

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer: Flowing Cloud Technology Ltd (Incorporated in the Cayman Islands with limited liability) Date Submitted: 05 November 2024

I. Movements in Authorised / Registered Share Capital

1. Class of shares Ordinary shares Ordinary shares Type of shares Not applicable Not applicable Not applicable Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Yes
Stock code (if listed) 06610 Description
Number of authorised/registered shares Par value Authorised/registered share capital
Balance at close of preceding month 5,000,000,000 USD 0.00001 USD 50,000
Increase / decrease (-) USD
Balance at close of the month 5,000,000,000 USD 0.00001 USD 50,000

Total authorised/registered share capital at the end of the month: USD

50,000

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II. Movements in Issued Shares and/or Treasury Shares

1. Class of shares Ordinary shares Ordinary shares Type of shares Not applicable Not applicable Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Yes
Stock code (if listed) 06610 Description
Number of issued shares
(excluding treasury shares)
Number of treasury shares Total number of issued shares
Balance at close of preceding month 1,810,000,000 1,810,000,000
Increase / decrease (-)
Balance at close of the month 1,810,000,000 0 1,810,000,000

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III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)

1. Class of shares 1. Class of shares 1. Class of shares Ordinary shares Ordinary shares Ordinary shares Type of shares Type of shares Not applicable Not applicable Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Yes Yes
Stock code (if listed) 06610 Description
Particulars of share option scheme Number of share
options outstanding at
close of preceding
month
Movement during the month Number of share
options outstanding at
close of the month
Number of new shares
issued during the month
pursuant thereto (A1)
Number of treasury
shares transferred out of
treasury during the
month pursuant thereto
(A2)

Number of shares which
may be issued or
transferred out of
treasury pursuant
thereto as at close of
the month
The total number of
shares which may be
issued or transferred out
of treasury upon
exercise of all share
options to be granted
under the scheme at
close of the month
1). Share option scheme
adopted on 8 September
2022
(Date of grant: 14 July 2023
Exercise price: HK$1.78)
47,227,000 47,227,000 14,168,100 108,503,000
General Meeting approval date (if applicable) 08 September 2022

Increase in issued shares (excluding treasury shares): Ordinary shares (AA1) Decrease in treasury shares: Ordinary shares (AA2) Total funds raised during the month from exercise of options: USD 0

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(B). Warrants to Issue Shares of the Issuer

Not applicable

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(C). Convertibles (i.e. Convertible into Shares of the Issuer)

Not applicable

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(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes)

Not applicable

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(E). Other Movements in Issued Shares and/or Treasury Shares

1. Class of shares 1. Class of shares Ordinary shares Type of shares Type of shares Not applicable Not applicable Not applicable Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Listed on the Exchange (Note 1) Yes
Stock code (if listed) 06610 Description
Events At price (if applicable) Date of event
(Note 2)
General Meeting
approval date
(if applicable)
Increase/ decrease (-) in issued
shares (excluding treasury
shares) during the month
pursuant thereto (E1)
Increase/ decrease (-) in
treasury shares during the
month pursuant thereto (E2)
Number of shares redeemed or
repurchased for cancellation but
not yet cancelled as at close of
the month (Note 3)
Currency Amount
1). Repurchase of shares (shares repurchased for cancellation
but not yet cancelled)
06 June 2023 -2,672,000
2). Repurchase of shares (shares repurchased for cancellation
but not yet cancelled)
28 May 2024 -1,182,000
Increase/ decrease (-) in issued shares (excluding treasury shares):
Increase/ decrease (-) in treasury shares:
Ordinary shares (EE1)
Ordinary shares (EE2)

Remarks:

Repurchase of a total of 2,672,000 shares of ordinary shares were made on 23, 27 and 29 November 2023, 22 and 27 December 2023. Repurchase of a total of 1,182,000 shares of ordinary shares were made on 11, 12, 13, 14, 17, 18 and 24 June 2024. As of 31 October 2024, a total of 3,854,000 shares of ordinary shares have been repurchased and are yet to be cancelled.

Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): Ordinary shares
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): Ordinary shares

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IV. Information about Hong Kong Depositary Receipt (HDR)

Not applicable

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V. Confirmations

Not applicable

Submitted by: Wang Lei Title: Executive Director, Chairman of the Board and Chief Executive Officer (Director, Secretary or other Duly Authorised Officer)

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Notes

  1. The Exchange refers to The Stock Exchange of Hong Kong Limited.

  2. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), "date of event" should be construed as "cancellation date".

In the case of repurchase of shares (shares held as treasury shares), "date of event" should be construed as "date on which shares were repurchased and held by the issuer in treasury".

  1. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.

  2. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.

  3. “Identical” means in this context:

  4. . the securities are of the same nominal value with the same amount called up or paid up;

  5. . 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

  6. . they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

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