Suncorp Technologies Limited — Share Issue/Capital Change 2025

Jan 6, 2025

FF301

HKEX

香港交易所

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 December 2024

Status: New Submission

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer: Frontier Services Group Limited (Incorporated in Bermuda with limited liability)

Date Submitted: 06 January 2025

I. Movements in Authorised / Registered Share Capital

1. Class of shares	Ordinary shares		Type of shares	Not applicable			Listed on the Exchange (Note 1)		Yes
Stock code (if listed)	00500		Description
		Number of authorised/registered shares			Par value			Authorised/registered share capital
Balance at close of preceding month		6,000,000,000			HKD	0.1		HKD	600,000,000
Increase / decrease (-)								HKD
Balance at close of the month		6,000,000,000			HKD	0.1		HKD	600,000,000

Total authorised/registered share capital at the end of the month: HKD 600,000,000

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II. Movements in Issued Shares and/or Treasury Shares

1. Class of shares	Ordinary shares		Type of shares	Not applicable		Listed on the Exchange (Note 1)		Yes
Stock code (if listed)	00500		Description
		Number of issued shares (excluding treasury shares)			Number of treasury shares		Total number of issued shares
Balance at close of preceding month		2,403,385,881			0		2,403,385,881
Increase / decrease (-)
Balance at close of the month		2,403,385,881			0		2,403,385,881

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III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)

1. Class of shares		Ordinary shares		Type of shares		Not applicable			Listed on the Exchange (Note 1)			Yes
Stock code (if listed)		00500		Description
Particulars of share option scheme		Number of share options outstanding at close of preceding month	Movement during the month				Number of share options outstanding at close of the month		Number of new shares issued during the month pursuant thereto (A1)	Number of treasury shares transferred out of treasury during the month pursuant thereto (A2)	Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month	The total number of shares which may be issued or transferred out of treasury upon exercise of all share options to be granted under the scheme at close of the month
1).	Share Scheme	0					0			0	24,033,858
General Meeting approval date (if applicable) 28 June 2023

Increase in issued shares (excluding treasury shares): _____ Ordinary shares (AA1)

Decrease in treasury shares: _____ Ordinary shares (AA2)

Total funds raised during the month from exercise of options: HKD _____ 0

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(B). Warrants to Issue Shares of the Issuer
Not applicable
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(C). Convertibles (i.e. Convertible into Shares of the Issuer)

1. Class of shares		Ordinary shares			Type of shares		Not applicable			Listed on the Exchange (Note 1)			Yes
Stock code (if listed)		00500			Description
Description of the Convertibles			Currency	Amount at close of preceding month		Movement during the month			Amount at close of the month		Number of new shares issued during the month pursuant thereto (C1)	Number of treasury shares transferred out of treasury during the month pursuant thereto (C2)	Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month
1).	Preference Shares issued by DVN (Group) Limited, a wholly-owned subsidiary of the Company on 31 March 1999		HKD	116,250,000					116,250,000		0	0	34,191,176
Type of the Convertibles	Preference Shares
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price	HKD 3.4
General Meeting approval date (if applicable)

Increase in issued shares (excluding treasury shares): 0 Ordinary shares (CC1)

Decrease in treasury shares: 0 Ordinary shares (CC2)

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(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes)

1. Class of shares		Ordinary shares	Type of shares	Not applicable		Listed on the Exchange (Note 1)		Yes
Stock code (if listed)		00500	Description
Description of other agreements or arrangements				General Meeting approval date (if applicable)	Number of new shares issued during the month pursuant thereto (D1)		Number of treasury shares transferred out of treasury during the month pursuant thereto (D2)	Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month
1).	On 23 September 2021, the Company, Purchaser, and Vendors entered into an Acquisition Agreement for the Purchaser to acquire the entire issued share capital of the Target Company from the Vendors. The agreement included an initial cash consideration of HK$200,000,000 and a maximum deferred consideration of HK$300,000,000, to be satisfied by issuing up to 230,769,228 Consideration Shares, representing approximately 9.84% of issued Shares at the time and about 8.96% post-issuance. The shares, if issued, would be under the General Mandate, are priced at HK $1.30 each. For details of the Acquisition Agreement, please refer to the announcement of the Company dated 23 September 2021. Currently, up to 76,923,076 Consideration Shares may be issued, contingent on meeting the conditions specified in the Acquisition Agreement for the Third Relevant Period.

Increase in issued shares (excluding treasury shares): _________ Ordinary shares (DD1)

Decrease in treasury shares: _________ Ordinary shares (DD2)

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(E). Other Movements in Issued Shares and/or Treasury Shares
Not applicable
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Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1):	0	Ordinary shares
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2):	0	Ordinary shares

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IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable

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V. Confirmations Not applicable

Submitted by: Chan Kam Kwan, Jason

Title: Company Secretary
(Director, Secretary or other Duly Authorised Officer)

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Notes

1. The Exchange refers to The Stock Exchange of Hong Kong Limited.
2. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), "date of event" should be construed as "cancellation date".

In the case of repurchase of shares (shares held as treasury shares), "date of event" should be construed as "date on which shares were repurchased and held by the issuer in treasury".

1. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.
2. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable 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, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.

3. "Identical" means in this context:

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

5. 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 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.

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