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Imperium Financial Group Limited — M&A Activity 2021
Oct 11, 2021
51224_rns_2021-10-10_032bab6d-32dd-4d6d-9f01-ee04a0997310.pdf
M&A Activity
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Unless the context otherwise requires, terms used in this Form of Acceptance shall bear the same meanings as those defined in the composite document dated 11 October 2021 (the “ Composite Document ”) issued jointly by Fresh Success Investments Limited (the “ Offeror ”) and Sun International Group Limited (the “ Company ”). 除文義另有所指外,本 接納表格 所用詞彙與由Fresh Success Investments Limited(「 要約人 」)及太陽國際集團有限公司(「 本公司 」)於二零二一年十月十一日聯合刊發之綜合文件(「 綜 合文件 」)所界定者具有相同涵義。
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this Form of Acceptance , 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 Form of Acceptance . 香港交易及結算所有限公司、香港聯合交易所有限公司及香港中央結算有限公司對本 接納表格 之內容概不負責,對其準確性或完整性亦不發表任何聲明,並明確表示概不對因本 接納 表格 全部或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。
FORM OF ACCEPTANCE FOR USE IF YOU WANT TO ACCEPT THE OFFER. 閣下如欲接納要約,請使用本接納表格。
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太陽國際集團有限公司 SUN INTERNATIONAL GROUP LIMITED
(Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司)
(Stock Code: 8029)
(股份代號:8029)
FORM OF ACCEPTANCE AND TRANSFER OF ORDINARY SHARE(S) OF HK$0.04 EACH IN THE ISSUED SHARE CAPITAL OF SUN INTERNATIONAL GROUP LIMITED 太陽國際集團有限公司已發行股本中每股面值0.04港元之普通股之接納及過戶表格
All parts should be completed in full 每項均須填寫
Hong Kong branch share registrar and transfer office: Tricor Tengis Limited (the “ Registrar ”) 香港股份過戶登記分處:卓佳登捷時有限公司(「 過戶登記處 」) Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong 香港皇后大道東183號合和中心54樓
| FOR THE CONSIDERATIONstated below, the “Transferor(s)” named below hereby accept(s) the Offer and transfer(s) to the “Transferee” named below the ordinary share(s) of HK$0.04 each in the issued share capital of the Company held by the Transferor(s) specified below subject to the terms and conditions contained herein and in the accompanying Composite Document. 根據本表格及隨附之綜合文件載列之條款及條件,下述「轉讓人」謹此按下列代價接納要約,並向下述「承讓人」轉讓以下註明之轉讓人持有之本公司已發行股本中每股面值0.04港 元之普通股。 |
FOR THE CONSIDERATIONstated below, the “Transferor(s)” named below hereby accept(s) the Offer and transfer(s) to the “Transferee” named below the ordinary share(s) of HK$0.04 each in the issued share capital of the Company held by the Transferor(s) specified below subject to the terms and conditions contained herein and in the accompanying Composite Document. 根據本表格及隨附之綜合文件載列之條款及條件,下述「轉讓人」謹此按下列代價接納要約,並向下述「承讓人」轉讓以下註明之轉讓人持有之本公司已發行股本中每股面值0.04港 元之普通股。 |
FOR THE CONSIDERATIONstated below, the “Transferor(s)” named below hereby accept(s) the Offer and transfer(s) to the “Transferee” named below the ordinary share(s) of HK$0.04 each in the issued share capital of the Company held by the Transferor(s) specified below subject to the terms and conditions contained herein and in the accompanying Composite Document. 根據本表格及隨附之綜合文件載列之條款及條件,下述「轉讓人」謹此按下列代價接納要約,並向下述「承讓人」轉讓以下註明之轉讓人持有之本公司已發行股本中每股面值0.04港 元之普通股。 |
FOR THE CONSIDERATIONstated below, the “Transferor(s)” named below hereby accept(s) the Offer and transfer(s) to the “Transferee” named below the ordinary share(s) of HK$0.04 each in the issued share capital of the Company held by the Transferor(s) specified below subject to the terms and conditions contained herein and in the accompanying Composite Document. 根據本表格及隨附之綜合文件載列之條款及條件,下述「轉讓人」謹此按下列代價接納要約,並向下述「承讓人」轉讓以下註明之轉讓人持有之本公司已發行股本中每股面值0.04港 元之普通股。 |
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| Number of Shares to be transferred (Note) 將予轉讓之股份數目(附註) |
FIGURES數目 | WORDS大寫 | |
| Share certificate number(s) 股票編號 |
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| TRANSFEROR(S) name(s) and address in full 轉讓人全名及詳細地址 (EITHER TYPEWRITTEN OR WRITTEN IN BLOCK LETTERS) (請用打字機或正楷填寫) |
Family name(s)/Company name(s): 姓氏╱公司名稱: |
Forename(s): 名字: |
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| Registered address: 登記地址: |
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| Telephone number: 電話號碼: |
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| CONSIDERATION 代價 |
HK$0.10 in cash for each Share 每股股份現金0.10港元 |
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| TRANSFEREE 承讓人 |
Names: Fresh Success Investments Limited 名稱: Correspondence Address: Room 03, 26/F., One Harbour Square, No. 181 Hoi Bun Road, Kwun Tong, Kowloon, Hong Kong 通訊地址: 香港九龍觀塘海濱道181號One Harbour Square 26樓03室 Occupation: Corporation 職業: 法團 |
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| Signed by or for and on behalf of the Transferor(s) in the presence of: 轉讓人或其代表在下列見證人見證下簽署: Signature of Witness見證人簽署 Name of Witness見證人姓名 Address of Witness見證人地址 Occupation of Witness見證人職業 |
Signature(s) of Transferor(s)/Company chop, if applicable 轉讓人簽署╱公司印章(如適用) ALL JOINT SHAREHOLDERS MUST SIGN HERE 所有聯名股東均須於 本欄簽署 Date of signature of thisForm of Acceptance 簽署本接納表格之日期 |
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| Do Signed by or for and on behalf of the Transferee in the presence of: 承讓人或其代表在下列見證人見證下簽署: Signature of Witness見證人簽署 Name of Witness見證人姓名 Address of Witness見證人地址 Occupation of Witness見證人職業 Date of Transfer轉讓日期 |
not complete請勿填寫本欄 For and on behalf of代表 Fresh Success Investments Limited Authorised Signatory(ies) 授權簽署人 Signature of Transferee or its duly authorised agent(s) 承讓人或其正式授權代理人簽署 |
Note: Insert the total number of Shares for which the Offer is accepted. If no number is specified or the number of Shares specified in this Form of Acceptance is greater than the number of Shares held by you, or is greater or smaller than that represented by the certificates for Shares tendered for acceptance and you have signed this Form of Acceptance , this Form of Acceptance will be returned to you for correction. Any corrected and valid Form of Acceptance must be re-submitted and received by the Registrar on or before the latest time of acceptance of the Offer.
附註: 請填上接納要約之股份總數。倘若本 接納表格 上並無註明股份數目,或表格上註明之股份數目多於 閣下持有之股份數目或大於或少於 閣下就接納要約所遞交股票內所示之數目,而 閣下已簽署本 接納表格 ,本 接納表格 將退回給 閣下以作更正。任何經更正及有效之 接納表格 須於接納要約之最後限期或之前向過戶登記處再行提交且由過戶登記處收訖。
THIS FORM OF ACCEPTANCE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to any aspect of this Form of Acceptance or as to the action to be taken, you should consult your licensed securities dealer or registered institution in securities, bank manager, solicitor, professional accountant or other professional adviser.
If you have sold or transferred all your Share(s), you should at once hand this Form of Acceptance and the accompanying Composite Document to the purchaser(s) or transferee(s) or to the bank, licensed securities dealer, registered institution in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s).
Red Sun Capital Limited is making the Offer for and on behalf of the Offeror. The making of the Offer to the Independent Shareholders having registered addresses outside of Hong Kong may be affected by the laws of the relevant jurisdictions. If you are an Overseas Shareholder, you should observe all applicable legal and regulatory requirements and, when necessary, seek legal advice. If you wish to accept the Offer, it is your responsibility to satisfy yourself as to the full observance of the laws and regulations of the relevant jurisdictions in connection therewith, including the obtaining of all governmental, exchange control or other consents and any registration or filing which may be required or the compliance with other necessary formalities or regulatory and legal requirements. You will also be fully responsible for any such issue, transfer or other taxes or duties payable by you in respect of the acceptance of the Offer. The Offeror and the parties acting in concert with it, the Company, Red Sun Capital Limited, the Registrar or any of their respective beneficial owners, directors, officers, agents, advisers, associates or any other person involved in the Offer shall be entitled to be fully indemnified and held harmless by you for any taxes or duties as you may be required to pay. Acceptance of the Offer by you will constitute a warranty by you to the Offeror, Red Sun Capital Limited and the Company that you have observed and complied with all applicable laws and regulations to receive and accept the Offer, and any revision thereof, and that you have obtained all requisite governmental, exchange control or other consents and any registration or filing which may be required or the compliance with other necessary formalities or regulatory and legal requirements and have paid all issue, transfer or other taxes or duties or other required payments due from you in connection with such acceptance in any territory, and that such acceptance shall be valid and binding in accordance with all applicable laws and regulations. This Form of Acceptance should be read in conjunction with the accompanying Composite Document.
HOW TO COMPLETE THIS FORM OF ACCEPTANCE
The Offer is unconditional. Shareholders are advised to read the Composite Document before completing this Form of Acceptance . To accept the Offer made by Red Sun Capital Limited for and on behalf of the Offeror to acquire your Shares at a cash price of HK$0.10 per Share, you should complete and sign this Form of Acceptance overleaf and forward this entire form, together with the relevant share certificate(s) and/or transfer receipt(s) and/or any other document(s) of title (and/or any satisfactory indemnity or indemnities required in respect thereof), for the whole or in respect of part of your holding of Share(s) or if applicable, for not less than the number of the Shares in respect of which you intend to accept the Offer, by post or by hand marked “Sun International Group Limited — Offer” on the envelope, to the Registrar, Tricor Tengis Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, no later than 4:00 p.m. on Monday, 1 November 2021 or such later time(s) and/or date(s) as the Offeror may determine and announce in accordance with the Takeovers Code. The provisions of Appendix I to the Composite Document are incorporated into and form part of this Form of Acceptance .
FORM OF ACCEPTANCE IN RESPECT OF THE OFFER
To: The Offeror and Red Sun Capital Limited
- My/Our execution of this Form of Acceptance shall be binding on my/our successors and assignees, and shall constitute:
| (a) | my/our irrevocable acceptance of the Offer made by Red Sun Capital Limited for and on behalf of the Offeror, as contained in the Composite Document, for the consideration and |
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| on and subject to the terms and conditions therein and herein mentioned, in respect of the number of Shares specified in thisForm of Acceptance; | |
| (b) | my/our irrevocable instruction and authority to each of the Offeror and/or Red Sun Capital Limited or their respective agent(s) to collect from the Company or the Registrar on |
| my/our behalf the share certificate(s) in respect of the Shares due to be issued to me/us in accordance with, and against delivery of, the enclosed transfer receipt(s) and/or other | |
| document(s) of title (if any) (and/or satisfactory indemnity or indemnities required in respect thereof), which has/have been duly signed by me/us and to deliver the same to | |
| the Registrar and to authorise and instruct the Registrar to hold such share certificate(s), subject to the terms and conditions of the Offer, as if it/they was/were delivered to the | |
| Registrar together with thisForm of Acceptance; | |
| (c) | my/our irrevocable instruction and authority to each of the Offeror and/or Red Sun Capital Limited or their respective agent(s) to send a cheque crossed “Not negotiable — |
| account payee only” drawn in my/our favour for the cash consideration to which I/we shall have become entitled under the terms of the Offer (less seller’s ad valorem stamp duty | |
| payable by me/us in connection with my/our acceptance of the Offer), by ordinary post at my/our risk to the person named at the address stated below or, if no name and address | |
| is stated below, to me or the first-named of us (in the case of joint registered Shareholders) at the registered address shown in the register of members of the Company within | |
| seven Business Days following the date of receipt of all the relevant documents by the Registrar to render the acceptance under the Offer complete, valid and in compliance with | |
| Note 1 to Rule 30.2 of the Takeovers Code; |
| (c) | my/our irrevocable instruction and authority to each of the Offeror and/or Red Sun Capital Limited or their respective agent(s) to send a cheque crossed “Not negotiable — account payee only” drawn in my/our favour for the cash consideration to which I/we shall have become entitled under the terms of the Offer (less seller’s ad valorem stamp duty payable by me/us in connection with my/our acceptance of the Offer), by ordinary post at my/our risk to the person named at the address stated below or, if no name and address is stated below, to me or the first-named of us (in the case of joint registered Shareholders) at the registered address shown in the register of members of the Company within seven Business Days following the date of receipt of all the relevant documents by the Registrar to render the acceptance under the Offer complete, valid and in compliance with Note 1 to Rule 30.2 of the Takeovers Code; |
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| (Note: Insert name and address of the person to whom the cheque is to be sent if different from the registered Shareholder or the first-named of joint registered Shareholders.) | |
| Name:(inBLOCK LETTERS) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | |
| Address:(inBLOCK LETTERS) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | |
| (d) | my/our irrevocable instruction and authority to each of the Offeror and/or Red Sun Capital Limited and/or such person or persons as any of them may direct for the purpose, on |
| my/our behalf, to make, execute and deliver the contract note as required by Section 19(1) of the Stamp Duty Ordinance (Chapter 117 of the Laws of Hong Kong) to be made and | |
| executed by me/us as the seller(s) of the Shares to be sold by me/us under the Offer and to cause the same to be stamped and to cause an endorsement to be made on thisForm of | |
| Acceptancein accordance with the provisions of that Stamp Duty Ordinance; | |
| (e) | my/our undertaking to execute such further documents and to do such acts and things by way of further assurance as may be necessary or desirable to transfer my/our Shares |
| tendered for acceptance under the Offer to the Offeror or such person or persons as it may direct free from all liens, charges, encumbrances, rights of pre-emption and any other | |
| third party rights of any nature and together with all rights attaching thereto including, the right to receive in full all dividends and other distributions, if any, declared, paid or | |
| made on or after the date on which the Offer is made, that is the date of despatch of the Composite Document; | |
| (f) | my/our agreement to ratify each and every act or thing which may be done or effected by the Offeror and/or Red Sun Capital Limited and/or the Company or their respective |
| agent(s) or such person or persons as any of them may direct on the exercise of any of the rights contained herein; | |
| (g) | my/our irrevocable instruction and authority to each of the Offeror and/or Red Sun Capital Limited and/or such person or persons as any of them may direct to complete and |
| execute any document on my/our behalf in connection with my/our acceptance of the Offer and to do any other act that may be necessary or expedient for the purpose of vesting | |
| in the Offeror or such person or persons as it may direct my/our Share(s) tendered for acceptance under the Offer including, but not limited to the insertion of a date in thisForm | |
| of Acceptancewhere theForm of Acceptanceis undated; and | |
| (h) | my/our agreement that the Offer is, and all acceptances of the Offer will be, governed by and construed in accordance with the laws of Hong Kong and the courts of Hong Kong |
| shall have exclusive jurisdiction to settle any dispute which may arise in connection with the Offer. |
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I/We understand that acceptance of the Offer by me/us will be deemed to constitute a warranty by me/us to the Offeror, Red Sun Capital Limited and the Company that the Shares held by me/us to be acquired under the Offer are sold free from all liens, charges, encumbrances, rights of pre-emption and any other third party rights of any nature and together with all rights attaching thereto including, the right to receive in full all dividends and other distributions, if any, declared, paid or made on or after the date on which the Offer is made, that is the date of despatch of the Composite Document.
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In the event that my/our acceptance is not valid, in accordance with the terms of the Offer, all instructions, authorisations and undertakings contained in paragraph 1 above shall cease in which event, I/we authorise and request you to return to me/us my/our share certificate(s), and/or transfer receipt(s) and/or any other document(s) of title (and/or satisfactory indemnity or indemnities required in respect thereof), together with this form duly cancelled, by ordinary post at my/our own risk to the person and address stated in paragraph 1(c) above or, if no name and address is stated, to me or the first-named of us (in the case of joint registered Shareholders) at the registered address shown in the register of members of the Company.
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Note: If you submit the transfer receipt(s) upon acceptance of the Offer and in the meantime the relevant share certificate(s) is/are collected by any of the Offeror and/or Red Sun Capital Limited or any of their respective agent(s) from the Company or the Registrar on your behalf, you will be returned such share certificate(s) in lieu of the transfer receipt(s).
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I/We enclose the relevant share certificate(s) and/or transfer receipt(s) and/or any other document(s) of title (and/or any satisfactory indemnity or indemnities required in respect thereof) for the whole/part of my/our holding of Shares which are to be held by you on the terms and conditions of the Offer.
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I/We warrant and represent to the Offeror, Red Sun Capital Limited and the Company that I am/we are the registered Shareholder(s) of the number of Shares specified in this Form of Acceptance and I/we have the full right, power and authority to sell and pass the title and ownership of my/our Shares to the Offeror by way of acceptance of the Offer.
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I/We warrant to the Offeror, Red Sun Capital Limited and the Company that I/we have observed and are complied with all applicable laws and regulations where my/our address is located as set out in the register of members of the Company in connection with acceptance of the Offer, and any revision thereof; and that I/we have obtained all requisite governmental, exchange control or other consents and made all registrations or filings required in compliance with all necessary formalities or regulatory or legal requirements; and that I/we have paid all issue, transfer or other taxes or duties or other required payments due from me/us in connection with such acceptance; and that such acceptance shall be valid and binding in accordance with all applicable laws and regulations.
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I/We warrant to the Offeror, Red Sun Capital Limited and the Company that I/we shall be fully responsible for payment of any transfer or other taxes or duties or other required payments payable by me/us in respect of the jurisdiction where my/our address is located as set out in the register of members of the Company in connection with my/our acceptance of the Offer.
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I/We acknowledge that, save as expressly provided in the Composite Document and this Form of Acceptance , all the acceptances, instructions, authorities and undertakings hereby given shall be irrevocable and unconditional.
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I/We acknowledge that my/our Shares sold to the Offeror by way of acceptance of the Offer will be registered under the name of either the Offeror or its nominee.
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I/We understand that no acknowledgement of receipt of any Form of Acceptance , share certificate(s) and/or transfer receipt(s) and/or any other document(s) of title (and/or any satisfactory indemnity or indemnities required in respect thereof) will be given. I/We further understand that all documents will be sent by ordinary post at my/our own risk.
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I/We irrevocably undertake, represent, warrant and agree to and with the Offeror, Red Sun Capital Limited and the Company (so as to bind my/our successors and assignees) that in respect of the Shares which are accepted or deemed to have been accepted under the Offer, which acceptance has not been validly withdrawn, and which have not been registered in the name of the Offeror or as it may direct, to give:
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(a) an authority to the Company and/or its agents from me/us to send any notice, circular, warrant or other document or communication which may be required to be sent to me/ us as a member of the Company (including any share certificate(s) and/or other document(s) of title issued as a result of conversion of such Shares into certificated form) to the attention of the Offeror at the Registrar at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong;
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(b) an irrevocable authority to the Offeror or its agents to sign any consent to short notice of any general meeting of the Company on my/our behalf and/or to attend and/or to execute a form of proxy in respect of such Shares appointing any person nominated by the Offeror to attend such general meeting (or any adjournment thereof) and to exercise the votes attaching to such Shares on my/our behalf, such votes to be cast in a manner to be determined at the sole discretion of the Offeror; and
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(c) my/our agreement not to exercise any such rights without the consent of the Offeror and my/our irrevocable undertaking not to appoint a proxy for, or to attend any, such general meeting and subject as aforesaid, to the extent I/we have previously appointed a proxy, other than the Offeror or its nominee or appointee, for or to attend or to vote at the general meeting of the Company, I/we hereby expressly revoke such appointment.
For the avoidance of doubt neither Hong Kong Securities Clearing Company Limited nor its Nominees Limited will give, or be subject to, any of the above representations or warranties.
PERSONAL DATA
Personal Information Collection Statements
This personal information collection statement informs you of the policies and practices of the Offeror, Red Sun Capital Limited, the Company and the Registrar and in relation to personal data and the Personal Data (Privacy) Ordinance (Chapter 486 of the Laws of Hong Kong) (the “ Ordinance ”).
1. Reasons for the collection of your personal data To accept the Offer for your Share(s), you must provide the personal data requested. Failure to supply the requested data may result in the processing of your acceptance being rejected or delayed. It may also prevent or delay the despatch of the consideration to which you are entitled to under the Offer.
2. Purposes
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The personal data which you provide on this Form of Acceptance may be used, held and/or stored (by whatever means) for the following purposes:
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processing your acceptance and verification of compliance with the terms and application procedures set out in this Form of Acceptance and the Composite Document;
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registering transfers of the Share(s) out of your name(s);
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maintaining or updating the relevant register of the Shareholders;
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conducting or assisting to conduct signature verifications, and any other verification or exchange of information;
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distributing communications from the Offeror and/or the Company and/or their respective agents, officers and advisers, and the Registrar;
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compiling statistical information and the Shareholders profile;
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establishing benefit entitlements of the Shareholders;
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making disclosures as required by laws, rules or regulations (whether statutory or otherwise);
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disclosing relevant information to facilitate claims or entitlements;
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any other purpose in connection with the business of the Offeror, Red Sun Capital Limited, the Company and/or the Registrar; and
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any other incidental or associated purposes relating to the above and/or to enable the Offeror and/or Red Sun Capital Limited and/ or the Company and/or the Registrar to discharge its obligations to the Shareholders and/or under applicable regulations, and any other purposes to which the Shareholders may from time to time agree or be informed of.
3. Transfer of personal data The personal data provided in this Form of Acceptance will be kept confidential but the Offeror and/Red Sun Capital Limited and/or the
Company and/or the Registrar may, to the extent necessary for achieving the purposes above or any of them, make such enquiries as they consider necessary to confirm the accuracy of the personal data and, in particular, they may disclose, obtain, transfer (whether within or outside Hong Kong) such personal data to, from or with any and all of the following persons and entities:
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the Offeror, Red Sun Capital Limited, the Company and/or any of their agents, officers and advisers, the Registrar and overseas principal registrar (if any);
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any agents, contractors or third parties service providers who offer administrative, telecommunications, computer, payment or other services to the Offeror and/or Red Sun Capital Limited and/or the Company and/or the Registrar in connection with the operation of their business;
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any regulatory or governmental bodies;
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any other persons or institutions with which you have or propose to have dealings, such as their bankers, solicitors, accountants, licensed securities dealers or registered institutions in securities; and
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any other persons or institutions whom the Offeror and/or Red Sun Capital Limited and/or the Company and/or the Registrar consider(s) to be necessary or desirable in the circumstances.
4. Retention of Personal Data
- The Offeror and/or Red Sun Capital Limited and/or the Company and/ or the Registrar will keep the personal data provided in this form 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 you with rights to ascertain whether the Offeror and/or Red Sun Capital Limited and/or the Company and/or the Registrar hold your personal data, to obtain a copy of that data, and to correct any data that is incorrect. In accordance with the Ordinance, the Offeror and/ or Red Sun Capital Limited and/or the Company and/or the Registrar have the right to charge a reasonable fee for the processing of any data access request. All requests for access to data or correction of data or for information regarding policies and practices and the kinds of data held should be addressed to the Offeror, Red Sun Capital Limited, the Company or the Registrar (as the case may be).
BY SIGNING THIS FORM OF ACCEPTANCE, YOU AGREE TO ALL OF THE ABOVE.
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收集個人資料聲明
本收集個人資料聲明旨在知會 閣下有關要約人、紅日資本有限公司、本公司 及過戶登記處以及有關個人資料及香港法例第486章個人資料(私隱)條例 (「 該條例 」)之政策及慣例。
1. 收集 閣下個人資料之原因 如 閣下欲就 閣下之股份而接納要約,則 閣下須提供所需之個人資料, 若未能提供所需資料,可能會導致 閣下之接納申請被拒或受到延誤。這 亦可能妨礙或延遲寄發 閣下根據要約應得之代價。
2. 用途 閣下於本 接納表格 提供之個人資料可能會用作、持有及╱或保存(以任 何方式)作下列用途:
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處理 閣下之接納申請及核實遵循本 接納表格 及綜合文件載列之條 款及申請手續;
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登記以 閣下名義之股份轉讓;
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保存或更新有關股東名冊;
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核實或協助核實簽名,以及進行任何其他資料核實或交換;
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發佈要約人及╱或本公司及╱或彼等各自之代理、高級職員及顧問 以及過戶登記處之通訊;
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編製統計資料及股東簡歷;
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確立股東之獲益權利;
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按法例、規則或規例規定(無論法定或其他規定)作出披露;
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披露有關資料以方便進行權益申索;
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有關要約人、紅日資本有限公司、本公司業務及╱或過戶登記處之 任何其他用途;及
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有關上述任何其他臨時或關連用途及╱或令要約人及╱或紅日資 本有限公司及╱或本公司及╱或過戶登記處得以履行其對股東 及╱或適用法規項下之責任,以及股東可能不時同意或知悉之任何 其他用途。
可能作出彼等認為必需之查詢,以確認個人資料之準確性,尤其彼等可 能向或自下列任何及所有人士及實體披露、獲取、轉交(無論在香港境 內或境外)該等個人資料:
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要約人、紅日資本有限公司、本公司及╱或其任何代理、高級職員 及顧問、過戶登記處及境外過戶登記總處(如有);
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為要約人及╱或紅日資本有限公司及╱或本公司及╱或過戶登記 處就其業務經營提供行政、電訊、電腦、付款或其他服務之任何代 理、承包商或第三方服務供應商;
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任何監管或政府機構;
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與 閣下進行交易或建議進行交易之任何其他人士或機構,例如其 往來銀行、律師、會計師、持牌證券交易商或註冊證券機構;及
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要約人及╱或紅日資本有限公司及╱或本公司及╱或過戶登記處 認為必需或適當情況下之任何其他人士或機構。
4. 個人資料之保留
- 要約人及╱或紅日資本有限公司及╱或本公司及╱或過戶登記處將按 收集個人資料之用途需要保留本表格內提供之個人資料。無需保留之個 人資料將根據該條例銷毀或處理。
5. 存取及更正個人資料 根據該條例之規定, 閣下有權確認要約人及╱或紅日資本有限公司 及╱或本公司及╱或過戶登記處是否持有 閣下之個人資料,並獲取該 資料副本,以及更正任何不正確資料。根據該條例之規定,要約人及╱ 或紅日資本有限公司及╱或本公司及╱或過戶登記處可就獲取任何資 料之要求收取合理手續費。存取資料或更正資料或獲取有關政策及慣例 之資料,以及所持資料類別之所有要求,須提交要約人、紅日資本有限 公司、本公司或過戶登記處(視情況而定)。
閣下一經簽署本接納表格即表示同意上述所有條款。
3. 轉交個人資料 本 接納表格 提供之個人資料將會保密,惟要約人及╱或紅日資本有限公 司及╱或本公司及╱或過戶登記處為達致上述或有關任何上述之用途,