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Prime Intelligence Solutions Group Limited Regulatory Filings 2021

Dec 15, 2021

51418_rns_2021-12-15_f33bd258-be3c-4c0d-bafe-2fc73a31e88b.pdf

Regulatory Filings

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FF003G

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THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

APPENDIX 5

FORMS RELATING TO LISTING

FORM F

GEM

COMPANY INFORMATION SHEET

Case Number:

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

Company name: Prime Intelligence Solutions Group Limited ( 匯安智能科技集團有限公司 )

Stock code (ordinary shares): 08379

This information sheet contains certain particulars concerning the above company (the “ Company ”) which is listed on GEM of The Stock Exchange of Hong Kong Limited (the “ Exchange ”). These particulars are provided for the purpose of giving information to the public with regard to the Company in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (the “ GEM Listing Rules ”). They will be displayed at the GEM website on the internet. This information sheet does not purport to be a complete summary of information relevant to the Company and/or its securities.

The information in this sheet was updated as of 15 December 2021

A. General

Place of incorporation: The Cayman Islands Date of initial listing on GEM: 14 February 2018 Name of Sponsor(s): Ample Capital Limited

Names of directors:

(please distinguish the status of the directors - Executive, Non-Executive or Independent Non-Executive)

Executive Directors:

Non-Executive Director:

Independent NonExecutive Directors:

Mr. Yuen Kwok Wai, Tony Ms. Yuen Mei Ling, Pauline Ms. Sun Ngai Chu, Danielle Mr. Mui Pak Kuen

Mr. Yam Chiu Fan, Joseph

Mr. Chung Billy Mr. Poon Wai Hung Richard Ms. Wang Xiaoman

Oct 2020

Page 1 of 4

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Name(s) of substantial shareholder(s)
(as such term is defined in rule 1.01 of the
GEM Listing Rules) and their respective
interests in the ordinary shares and other
securities of the Company:
Name
Capacity/ nature
of interest
Number
of
Share
(Note 1)
Percentage of
interest in
the
Company
Delighting
View
Global
Limited
(“Delighting
View”)
(Note 2)
Beneficial owner
206,000,000
(L)
25.75%
Mr.
Yuen
Kwok
Wai,
Tony
(“Mr.
Tony Yuen”)
(Note 2)
Interest
in
a
controlled
corporation
206,000,000
(L)
25.75%
Ms. Yuen Mei
Ling, Pauline
(“Ms. Pauline
Yuen”)
(Note 2)
Interest
in
a
controlled
corporation
206,000,000
(L)
25.75%
Kailong Asia
Limited
(“Kailong”)
(Note 3)
Beneficial owner
190,000,000
(L)
23.75%
Soleil Capital
Limited
(“Soleli”)
(Note 3)
Interest
of
controlled
corporation
190,000,000
(L)
23.75%
Mr. Teo Kian
Huat
(“Mr.
Teo”)
(Note 3)
Interest
of
controlled
corporation
190,000,000
(L)
23.75%
Notes:
(1)
The letter “L” denotes the long position of the entity /
individual in the shares of the Company (the “Shares”).
(2)
As Delighting View is beneficially owned as to 85% and
15% by Mr. Tony Yuen and Ms. Pauline Yuen
respectively and Mr. Tony Yuen and Ms. Pauline Yuen
are parties acting in concert, each of Mr. Tony Yuen and
Ms. Pauline Yuen is deemed to be interested in all
Shares held by Delighting View under the Securities and
Futures Ordinance (Cap. 571 of the Laws of Hong Kong)
(the “SFO”).
(3)
As Kailong is beneficially owned entirely by Soleil, which
is in turn ultimately owned entirely by Mr. Teo, each of
Soleil and Mr. Teo is deemed to be interested in all
Shares held by Kailong under the SFO.

Name(s) of company(ies) listed on GEM or N/A the Main Board of the Stock Exchange within the same group as the Company:

31 March

Financial year end date:

Oct 2020

Page 2 of 4

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Registered address: Windward 3, Regatta Office Park, P.O. Box 1350, Grand Cayman, KY1-1108, Cayman Islands Head office and principal place of business: Unit A, 6/F, TLP132, Nos. 132-134 Tai Lin Pai Road, Kwai Chung, New Territories, Hong Kong Web-site address (if applicable): www.primeintelligence.com.hk Share registrar: Principal share registrar and transfer office in the Cayman Islands: Ocorian Trust (Cayman) Ltd. Windward 3 Regatta Office Park P.O. Box 1350 Grand Cayman KY1-1108 Cayman Islands Hong Kong branch share registrar and transfer office: Tricor Investor Services Limited Level 54, Hopewell Centre 183 Queen’s Road East Hong Kong Auditors: McMillan Woods (Hong Kong) CPA Limited 24/F., Siu On Centre 188 Lockhart Road, Wan Chai Hong Kong

B. Business activities

(Please insert here a brief description of the business activities undertaken by the Company and its subsidiaries.)

The Company and its subsidiaries are principally engaged in the sales of biometrics identification devices and other devices and accessories and provision of auxiliary and other services.

C. Ordinary shares

Number of ordinary shares in issue: 800,000,000 Par value of ordinary shares in issue: HK$0.01 each Board lot size (in number of shares): 10,000 Name of other stock exchange(s) on N/A which ordinary shares are also listed:

D. Warrants

Stock code: N/A Board lot size: N/A Expiry date: N/A Exercise price: N/A Conversion ratio: N/A (Not applicable if the warrant is denominated in dollar value of conversion right)

Oct 2020

Page 3 of 4

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

No. of warrants outstanding: N/A

No. of shares falling to be issued upon N/A the exercise of outstanding warrants:

E. Other securities

Details of any other securities in issue. N/A

If there are any debt securities in issue that are guaranteed, please indicate name of guarantor.

N/A

Responsibility statement

The directors of the Company (the “ Directors ”) as at the date hereof hereby collectively and individually accept full responsibility for the accuracy of the information contained in this information sheet (the “ Information ”) and confirm, having made all reasonable inquiries, that to the best of their knowledge and belief the Information is accurate and complete in all material respects and not misleading or deceptive and that there are no other matters the omission of which would make any Information inaccurate or misleading.

The Directors also collectively and individually accept full responsibility for submitting a revised information sheet, as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

The Directors acknowledge that the Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to indemnify the Exchange against all liability incurred and all losses suffered by the Exchange in connection with or relating to the Information.

Submitted by: Chou Chiu Ho

(Name)

Title: Company secretary

(Director, secretary or other duly authorised officer)

NOTE

Pursuant to rule 17.52 of the GEM Listing Rules, the Company must submit to the Exchange (in the electronic format specified by the Exchange from time to time) for publication on the GEM website a revised information sheet as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

Oct 2020

Page 4 of 4