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ICO Group Limited Capital/Financing Update 2011

Nov 4, 2011

49938_rns_2011-11-04_4eae3c33-af32-4635-b167-ad9fcf7d5aa9.pdf

Capital/Financing Update

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For Main Board and GEM listed issuers

==> picture [139 x 67] intentionally omitted <==

Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31 October 2011

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer Guojin Resources Holdings Limited Date Submitted 4 November 2011

I. Movements in Authorised Share Capital

1. Ordinary Shares

1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares
(1) Stock code :
0630
Description :
No. of ordinary
shares
Balance at close of preceding month
4,000,000,000
Increase/(decrease)
N/A
Balance at close of the month
40,000,000,000
(See Remark 1)		 Ordinary Shares
Authorised share
capital
(State currency)
HK$400,000,000
N/A
HK$400,000,000
(See Remark 1)
Par value
(State
currency)
HK$0.10
HK$0.01
(See Remark 1)
(2) Stock code :
N/A
Description :
No. of ordinary
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)

For Main Board and GEM listed issuers

2. Preference Shares

For Main Board and GEM
2. Preference Shares		 For Main Board and GEM
2. Preference Shares		 For Main Board and GEM
2. Preference Shares		 For Main Board and GEM
2. Preference Shares		 For Main Board and GEM
2. Preference Shares		 For Main Board and GEM
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. OtherClasses ofShares
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)

Total authorised share capital at the end of the month (State currency) :

HK$400,000,000

For Main Board and GEM listed issuers

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
(1)
(2)		 No. of ordinary shares
(1)
(2)		 No of preference
shares
No. of other classes
of shares		 No of preference
shares
No. of other classes
of shares
1,503,750,505
5,805,365,556
7,309,116,061		 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 (under Share Options (under Share OptionSchemes oftheIssuer) Share OptionSchemes oftheIssuer) Share OptionSchemes oftheIssuer) Share OptionSchemes oftheIssuer) Share OptionSchemes oftheIssuer)
Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable		 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
Granted Exercised Cancelled Lapsed
1. 2004share
N/A
N/A
optionscheme
Exercise price
HK$0.1629
(12/06/2004)
Ordinary shares


(Note 1)
2. 2004 share
N/A
N/A
option scheme
Exerciseprice
HK$0.8103
(12/06/2004)
Ordinaryshares
(Note 1)
3. 2004 share
N/A
N/A
option scheme
Exerciseprice
HK$0.2097
(12/06/2004)
Ordinaryshares


(Note 1)
Total funds raised during the month from exercise of
options (State currency)		 1. 2004share N/A 5,770
(See Remark 2)
N/A

1,671,300
(See Remark 2)
100,000
(See Remark 3)
1,517,080
(See Remark 4)
600,000
(See Remark 2)
N/A

Total A. (Ordinary shares)
(Preference shares)
(Other class)

NIL		 N/A NIL
NIL


NIL
NIL
N/A
N/A		 186,570
(See Remark 5)
optionscheme
Exercise price
HK$0.1629
(12/06/2004)
Ordinary shares
(Note 1)
2. 2004 share		 N/A 100,000
(See Remark 3)
1,517,080
(See Remark 4)		 52,521,620
(See Remark 5)
option scheme
Exerciseprice
HK$0.8103
(12/06/2004)
Ordinaryshares
(Note 1)
3. 2004 share		 N/A N/A 19,400,000
(See Remark 5)
option scheme
Exerciseprice
HK$0.2097
(12/06/2004)
Ordinaryshares

For Main Board and GEM listed issuers

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
precedingmonth
Exercised
during the
month		 Currency of
nominal
value
Nominal value at
close of
precedingmonth
Exercised
during the
month		 Nominal value
at close of 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)
( / / )

For Main Board and GEM listed issuers

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description Class and description Currency of
amount
outstanding
Amount at close
precedingmonth
Converted
during the
month		 Currency of
amount
outstanding
Amount at close
precedingmonth
Converted
during the
month		 Currency of
amount
outstanding
Amount at close
precedingmonth
Converted
during the
month		 Amount at close
ofthemonth		 Amount at close
ofthemonth
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. Convertible Notes HK$ Nil
N/A
Ordinary Shares
HK$0.05
05/09/2011
HK$ Nil
N/A

Ordinary Shares
HK$0.05
05/09/2011
( / / )
( / / )		 Nil
HK$112,500,000
Nil
HK$207,562,000
Nil
4,151,240,001
(See Remark 6)
Total C. (Ordinary shares)
4,151,240,001
(Preference shares)
N/A
(Other class)
N/A		 HK$112,500,000 2,250,000,000
due on31/12/2015
Stock code (if listed)
Class of shares issuable
(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy))
2. 12% ConvertibleBonds		 Nil Nil
HK$0.05
05/09/2011
HK$
due on06/04/2012ofa
wholly owned subsidiary
Stock code (if listed)
Class of shares issuable
(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3. N/A		 N/A
HK$0.05
05/09/2011
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)
( / /

For Main Board and GEM listed issuers

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)


than under Share Option Schemes)
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.		 The allotment and issue of up to 19,950,000, 99,960,000,
599,970,000, 1,400,070,000, 2,000,040,000 and 2,600,010,000 new
ordinary shares of the Company (all subject to adjustment) at the
price of HK$0.05 per share (subject to adjustment) for each of the
six years ending 31 December 2016 respectively pursuant to the
Performance Incentive Agreement dated 4 March 2011 (as
amended and restated on 27 July 2011) and approved at the special
general meeting of the Company held on 5 September 2011. For
details, please refer to the circular of the Company dated 12 August
2011and the announcement ofthe Company dated 7 October 2011.		 NIL
NIL
N/A
N/A		 NIL
(05/09/2011)
Ordinary shares_(Note 1)_
N/A
( / / )
shares_(Note 1)_
N/A
( / / )
shares_(Note 1)_
Total D. (Ordinary shares)
(Preference shares)
(Other class)

For Main Board and GEM listed issuers

Other Movements in Issued Share Capital

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
1. Rights issue
At price : State
currency		 HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
Ordinary
(10/10/2011)
(5/9/2011)
 1,654,125,555 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)
NIL
( / / )
( / / )		 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)
NIL
( / / )
( / / )		 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)
NIL
( / / )
( / / )		 N/A N/A
For Main Board and GEM listedissuers For Main Board and GEM listedissuers For Main Board and GEM listedissuers
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)
NIL
( / / )
( / / )		 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)
NIL
( / / )
( / / )		 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)
NIL
( / / )
( / / )		 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)
NIL
( / / )
( / / )		 N/A N/A
For Main Board and GEM listedissuers
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
Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
Total E. (Ordinary shares)1,654,125,555
(Preference shares)
N/A
(Other class)
N/A		 For Main Board and GEM listedissuers
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
Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
Total E. (Ordinary shares)1,654,125,555
(Preference shares)
N/A
(Other class)
N/A		 For Main Board and GEM listedissuers
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
Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
Total E. (Ordinary shares)1,654,125,555
(Preference shares)
N/A
(Other class)
N/A		 For Main Board and GEM listedissuers
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
Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
Total E. (Ordinary shares)1,654,125,555
(Preference shares)
N/A
(Other class)
N/A		 For Main Board and GEM listedissuers
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
Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )
N/A
N/A
Total E. (Ordinary shares)1,654,125,555
(Preference shares)
N/A
(Other class)
N/A
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
9. Capital
reorganisation		 Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )		 N/A N/A
10. Other
(Please specify)At price : State
currency		 HK$ Class of shares issuable
(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
NIL
( / / )
( / / )		 N/A N/A
Total E. (Ordinary shares)
(Preference shares)
(Other class)		 1,654,125,555

N/A

N/A
Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E):
(1)
5,805,365,556
(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 IIabove (“Movements in Issued Share Capital”).)		 5,805,365,556
N/A
N/A
N/A

For Main Board and GEM listed issuers

Remarks (if any):

  1. Subdivision of shares on the basis that every issued and unissued shares of HK$0.10 was subdivided

into 10 shares of HK$0.01 each, effective on 4 October 2011.

  1. These share options were cancelled by adjustment following the capital reorganisation becoming effective on 4 October 2011 and completion of the rights issue on 7 October 2011.

  2. The 100,000 share options lapsed before the capital reorganisation becoming effective on 4 October 2011 and completion of the rights issue on 7 October 2011.

  3. The 1,517,080 share options lapsed after the capital reorganisation becoming effective on 4 October 2011 and completion of the rights issue on 7 October 2011.

  4. Following the capital reorganisation becoming effective and completion of the right issue, the exercise / subscription prices and the number of new shares to be issued had been adjusted accordingly. For details, please refer to the announcement of the Company dated 7 October 2011.

  5. The amount include the sum of principal amount of the convertible bonds of HK$177,000,000 and the

interest of HK$30,562,000 accrued thereon.

Submitted by: LAM Suk Ling, Shirley

Title: Director

(Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. If there is insufficient space, please append the prescribed continuation

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