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PegBio Co., Ltd. Regulatory Filings 2017

Mar 24, 2017

50676_rns_2017-03-24_3f263ae0-41b8-4c58-820b-f27db4763279.pdf

Regulatory Filings

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

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(Incorporated in Bermuda with limited liability) (Stock Code: 1141)

PROPOSED CHANGE OF COMPANY NAME

The board (the “Board”) of directors of Skyway Securities Group Limited (the “Company”, together with its subsidiaries as the “Group”) proposes, subject to the fulfillment of conditions set out in this announcement, to change the English name of the Company from “SKYWAY SECURITIES GROUP LIMITED” to “CMBC CAPITAL HOLDINGS LIMITED” and to adopt the Chinese name “民銀資本控股有限公司” as the secondary name of the Company to replace its existing Chinese name “天順證券 集團有限公司”, which was formerly adopted for identification purpose only (the “Change of Company Name”).

Conditions of the proposed Change of Company Name

The proposed Change of Company Name is conditional upon the following conditions having been satisfied:

  • (i) the passing of a special resolution by the shareholders of the Company (the “Shareholders”) at the special general meeting of the Company (“SGM”) to approve the proposed Change of Company Name;

  • (ii) the Registrar of Companies in Bermuda approving the proposed new English name and the translated name of the dual foreign name in Chinese of the Company; and

  • (iii) completion of the Sale and Purchase Agreements (as defined in the joint announcement of the Company dated 8 March 2017 (the “Joint Announcement”)) and the Subscription Agreement (as defined in the Joint Announcement)

* For identification purpose only

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The relevant filings with the Registrar of Companies in Bermuda will be made after passing of the special resolution at the SGM and the Sale and Purchase Completion (as defined in the Joint Announcement) and the Subscription Completion (as defined in the Joint Announcement). The proposed Change of Company Name will take effect from the date on which the Registrar of Companies in Bermuda enters the new name on the register of companies and issues a certificate of incorporation on change of name.

The Company will then carry out all necessary filing procedures with the Companies Registry in Hong Kong.

In addition, subject to the confirmation of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”), the stock short name for trading in the shares of the Company (the “Shares”) will also be changed after the proposed Change of Company Name has become effective.

Reasons for the Change of Company Name

In order to reflect the business development of the Group, in particular, the business development of the Remaining Group (as defined in the Joint Announcement) after the Sale and Purchase Completion (as defined in the Joint Announcement) and the Subscription Completion, the Board proposes the proposed Change of Company Name. The Board is of the view that the proposed Change of Company Name will provide the Company with a more appropriate corporate image and identity, and is in the interests of the Company and the Shareholders as a whole.

Effects of the Change of Company Name

The Change of Company Name will not affect any of the rights of the existing Shareholders. Other than the change to the English stock short name and the Chinese stock short name to be announced by the Company following the Change of Company Name becoming effective, the trading arrangements for the Shares on the Stock Exchange will not be affected. After the Change of Company Name becomes effective, any new issue of share certificates will be issued in the new English name and the new Chinese name of the Company. All existing share certificates of the Company in issue bearing the existing name of the Company will, after the Change of Company Name becomes effective, remain to be evidence of title to the Shares and will continue to be valid for trading, settlement and registration purposes. Accordingly, there will not be any arrangement for free exchange of the existing share certificates of the Company for new share certificates bearing the new names of the Company

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A circular containing, among others, details of the proposed Change of Company Name and a notice convening a special general meeting to approve the proposed Change of Company Name will be despatched to the Shareholders as soon as practicable.

The Company will make further announcement(s) as and when appropriate on the effective date of the Change of Company Name and the corresponding change in the stock short name for trading of the shares.

By Order of the Board Skyway Securities Group Limited Lin Yuehe Chairlady

Hong Kong, 24 March 2017

As at the date of this announcement, the Board comprises the following Directors:

Executive Directors: Independent Non-executive Directors: Ms. Lin Yuehe (Chairlady) Mr. Chan Kwan Pak Mr. Wang Haixiong (Chief Executive Officer) Mr. Siu Gee Tai Mr. Siu Siu Ling Robert

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