Ingdan, Inc. — Regulatory Filings 2021

Sep 2, 2021

FF301

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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 August 2021

Status: New Submission

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer: Cogobuy Group (a company incorporated under the laws of the Cayman Islands with limited liability) Date Submitted: 02 September 2021

I. Movements in Authorised / Registered Share Capital

1. Type of shares	Ordinary shares	Ordinary shares	Class of shares	Not applicable	Not applicable	Not applicable	Listed on SEHK (Note 1)	Listed on SEHK (Note 1)	Listed on SEHK (Note 1)	Yes
Stock code	00400		Description	Ordinary Shares
		Number of authorised/registered shares			Par value			Authorised/registered share capital
Balance at close of preceding month		500,000,000,000			USD	0.0000001		USD	50,000
Increase / decrease (-)								USD
Balance at close of the month		500,000,000,000			USD	0.0000001		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

1. Type of shares	Ordinary shares	Ordinary shares	Class of shares	Not applicable	Listed on SEHK (Note 1)	Yes
Stock code	00400		Description	Ordinary shares
Balance at close of preceding month		1,416,184,732
Increase / decrease (-)
Balance at close of the month		1,416,184,732

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III. Details of Movements in Issued Shares

(A). Share Options (under Share Option Schemes of the Issuer) Not applicable

• (B). Warrants to Issue Shares of the Issuer which are to be Listed Not applicable

(C). Convertibles (i.e. Convertible into Issue Shares of the Issuer which are to be Listed) Not applicable

• (D). Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be listed, including Options (other than Share Options Schemes) Not applicable

(E). Other Movements in Issued Share Not applicable

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IV. Information about Hong Kong Depositary Receipt (HDR)

Not applicable

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V. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

• (i) all money due to the listed issuer in respect of the issue of securities has been received by it;

(ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;

• (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

• (iv) all the securities of each class are in all respects identical (Note 2);

• (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;

• (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;

• (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and

(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Remarks:

The Company has adopted an RSU Scheme, which took effect as of March 1, 2014, to issue 30,200,000 ordinary shares of the Company in aggregate to identified individuals. To satisfy the grant of shares under the scheme, 14,107,500 ordinary shares of the Company were issued in aggregate on October 23, 2015, 10,200,000 ordinary shares of the Company were issued in aggregate on December 18, 2018 and 14,000,000 ordinary shares of the Company were issued in aggregate on September 3, 2019. The details of the scheme are available in the Company’s 2020 annual report published on April 28, 2021.

Submitted by: Wu Lun Cheung Allen Title: Executive Director and Company Secretary (Director, Secretary or other Duly Authorised Officer)

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Notes

SEHK refers to Stock Exchange of Hong Kong.

1. Items (i) to (viii) are suggested forms of confirmation which may be amended 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, no further confirmation is required to be made in this return.

2. “Identical” means in this context:

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

4. 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

5. ． 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.

7. If there is insufficient space, please submit additional document.

8. In the context of repurchase of shares:

9. ． “shares issuable to be listed on SEHK” should be construed as “shares repurchased listed on SEHK”; and

10. ． “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares repurchased (if listed on SEHK)”; and

11. ． “type of shares issuable” should be construed as “type of shares repurchased”; and

12. ． “issue and allotment date” should be construed as “cancellation date”

13. In the context of redemption of shares:

14. ． “shares issuable to be listed on SEHK” should be construed as “shares redeemed listed on SEHK”; and

15. ． “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares redeemed (if listed on SEHK)”; and

16. ． “type of shares issuable” should be construed as “type of shares redeemed”; and

17. ． “issue and allotment date” should be construed as “redemption date”

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