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SIM Technology Group Limited — Board/Management Information 2012
Oct 12, 2012
50331_rns_2012-10-12_3b945ab4-9e67-4b66-a205-a48cbaf531e8.pdf
Board/Management Information
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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.
SIM TECHNOLOGY GROUP LIMITED 晨訊科技集團有限公司[*]
(Incorporated in Bermuda with limited liability)
(Stock code: 2000)
ESTABLISHMENT OF INDEPENDENT BOARD COMMITTEE AND APPOINTMENT OF INDEPENDENT FINANCIAL ADVISER
Reference is made to the announcement of SIM Technology Group Limited (the “ Company ”) dated 5 October 2012 (the “ Announcement ”) in relation to, among other things, the proposed Rights Issue and the application for the Whitewash Waiver. Unless otherwise stated, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.
Establishment of the Independent Board Committee
The Company is pleased to announce that an independent board committee (the “ Independent Board Committee ”), which comprises Mr Liu Hing Hung, Mr Xie Linzhen and Mr Dong Yunting, being all the independent non-executive Directors, has been established in compliance with Rule 2.8 of the Takeovers Code and the Listing Rules to advise the Independent Shareholders as to whether the Whitewash Waiver is fair and reasonable, and in the interests of the Company and the Shareholders as a whole, and to advise the Independent Shareholders on how to vote at the SGM, taking into account the recommendation of the Independent Financial Adviser (as defined below).
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Appointment of the Independent Financial Adviser
The Company is also pleased to announce that Altus Capital Limited has been appointed as the independent financial adviser (the “ Independent Financial Adviser ”) to advise the Independent Board Committee and the Independent Shareholders as to whether the Whitewash Waiver is fair and reasonable, and in the interests of the Company and the Shareholders as a whole, and to advise the Independent Shareholders on how to vote at the SGM. The appointment of the Independent Financial Adviser has been approved by the Independent Board Committee in accordance with Rule 2.1 of the Takeovers Code.
By order of the Board SIM Technology Group Limited Wong Cho Tung Director
Hong Kong, 12 October 2012
As at the date of this announcement, the executive directors of the Company are Ms Yeung Man Ying, Mr Wong Cho Tung, Mr Wong Hei, Simon, Mr Zhang Jianping, Ms Tang Rongrong and Mr Chan Tat Wing, Richard, and the independent non-executive directors of the Company are Mr Liu Hing Hung, Mr Xie Linzhen and Mr Dong Yunting.
The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.
- For identification purposes only
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