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S E A Holdings Limited Capital/Financing Update 2011

Nov 14, 2011

49068_rns_2011-11-14_caba5506-a0ef-4677-80d3-e740e8aeb9e0.pdf

Capital/Financing Update

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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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The Hong Kong Building and Loan Agency Limited 香港建屋貸款有限公司

(Incorporated in Hong Kong with limited liability)

(Stock code: 145)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting of The Hong Kong Building and Loan Agency Limited (the “Company”) will be held at Boardroom 8, Lower Lobby, Renaissance Harbour View Hotel Hong Kong, 1 Harbour Road, Wanchai, Hong Kong on Wednesday, 30 November 2011 at 11:00 a.m. or any adjournment thereof (as the case may be) for the purpose of considering and, if thought fit, passing, with or without amendment or modification, the following resolution:

ORDINARY RESOLUTION

THAT :

  • (a) the placing agreement dated 18 October 2011 (the “Second Placing Agreement”) entered into between the Company as the issuer and FT Securities Limited as the placing agent in relation to the placing of all of the 6,500,000,000 new shares (the “Placing Shares”) of HK$0.10 each in the share capital of the Company on a best-effort basis at the placing price of HK$0.144 to HK$0.160 per Placing Share (a copy of which is marked “A” and has been produced to the meeting and signed by the chairman of the meeting for purpose of identification) and all transactions contemplated thereunder be and are hereby approved, ratified and confirmed;

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  • (b) conditional upon, among others, The Stock Exchange of Hong Kong Limited granting the listing of, and permission to deal in, the Placing Shares, the allotment and issuance of the Placing Shares pursuant and subject to the terms and conditions of the Second Placing Agreement be and are hereby approved; and

  • (c) any one director of the Company be and is hereby authorised for and on behalf of the Company to execute all such documents, instruments, agreements and deeds and do all such acts, matters and things as he/she may in his or her absolute discretion consider necessary or desirable for the purpose of and in connection with the implementation of the Second Placing Agreement and the transactions contemplated thereunder, including the allotment and issuance of the Placing Shares, and to agree to such variations of the terms of the Second Placing Agreement and the transactions contemplated thereunder as he or she may in his or her absolute discretion consider necessary or desirable.”

By order of the board of

The Hong Kong Building and Loan Agency Limited So Yuen Chun

Executive Director

Hong Kong, 15 November 2011

Notes:

  1. Any member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on behalf of him. A proxy needs not be a member of the Company.

  2. A form of proxy for use at the meeting is enclosed.

  3. To be valid, a form of proxy, together with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority must be lodged with the Company’s share registrar, Tricor Tengis Limited at 26/F., Tesbury Centre, 28 Queen’s Road East, Hong Kong as soon as possible and in any event no later than 48 hours before the time appointed for holding the meeting or any adjournment thereof (as the case may be).

As at the date of this announcement, the board of the Company comprises Mr. So Yuen Chun and Mr. Soong Kok Meng being executive directors of the Company; Mr. Lam Kwok Hing, Wilfred being non-executive director of the Company; Mr. Ng Cheuk Fan, Keith and Mr. Yeung Wai Hung, Peter being independent non-executive directors of the Company.

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