AI assistant
Vision Values Holdings Ltd. — Board/Management Information 2004
Jul 7, 2004
49521_rns_2004-07-07_8f2028ab-2f5c-415f-a5a2-897538a71495.pdf
Board/Management Information
Open in viewerOpens in your device viewer
The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
==> picture [137 x 39] intentionally omitted <==
NEW WORLD MOBILE HOLDINGS LIMITED 新世界移動控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Formerly known as “ASIA LOGISTICS TECHNOLOGIES LIMITED 亞洲物流科技有限公司*”)
(Stock Code: 862)
(1) COMPLETION OF SUBSCRIPTION AGREEMENT AND S&P AGREEMENT;
(2) RE-DESIGNATION, APPOINTMENT AND RESIGNATION OF DIRECTORS;
(3) CHANGE OF COMPANY SECRETARY AND QUALIFIED ACCOUNTANT;
(4) DESPATCH OF CERTIFICATES OF THE NWCB SHARES UNDER THE ALT DISTRIBUTION; AND
(5) CHANGE OF COMPANY NAME AND PRINCIPAL PLACE OF BUSINESS IN HONG KONG
COMPLETION
The Board announces that Completion took place on 6 July 2004.
RE-DESIGNATION, APPOINTMENT AND RESIGNATION OF DIRECTORS
The Board also announces that immediately upon Completion on 6 July 2004, (i) Dr. Cheng Kar Shun, Henry and Mr. To Hin Tsun, Gerald have been re-designated as the executive Directors; (ii) Mr. Doo Wai Hoi, William, Dr. Wai Fung Man, Norman and Mr. Chow Yu Chun, Alexander have been appointed as the executive Directors; (iii) Mr. Kwong Che Keung, Gordon has been appointed as an independent non-executive Director; (iv) Mr. Lo Lin Shing, Simon has been redesignated as a non-executive Director; and (v) Messrs. Chan Ki, Chan Wai Keung, Ringo, Yu Ansheng, Ben, Lo Lin Kwong and Zhao Rui have resigned as the executive Directors. Dr. Cheng Kar Shun, Henry and Mr. Doo Wai Hoi, William have been appointed as the chairman and vicechairman of the Board respectively. Dr. Wai Fung Man, Norman has been appointed as the chief executive officer of the Company.
Further announcement will be made in respect of the proposed appointment of Mr. Cheng Ming Fun, Paul, JP as an independent non-executive Director.
– 1 –
CHANGE OF COMPANY SECRETARY AND QUALIFIED ACCOUNTANT
The Board announces that immediately upon Completion on 6 July 2004, (i) Ms. Tsang Yuet Kwai has resigned as the company secretary of the Company; and (ii) Ms. Ho Pui Sin has been appointed as the company secretary of the Company.
The Board also announces that immediately upon Completion on 6 July 2004, (i) Mr. Chui Kark Ming has resigned as the qualified accountant of the Company; and (ii) Mr. Sien Yun Man has been appointed as the qualified accountant of the Company.
DESPATCH OF THE CERTIFICATES OF THE NWCB SHARES
As the ALT Distribution has been postponed due to administrative reasons in implementation, the despatch date of the certificates of the NWCB Shares to those shareholders of the Company entitled to the ALT Distribution would be delayed until further notice.
CHANGE OF COMPANY NAME AND PRINCIPAL PLACE OF BUSINESS IN HONG KONG
The proposed change of English name of ALT to “New World Mobile Holdings Limited” and the adoption of a new Chinese name of 「新世界移動控股有限公司」has become effective on 6 July 2004.
With effect from 9:00 a.m. on 20 July 2004, the principal place of business of the Company in Hong Kong will be changed to 17th Floor, Chevalier Commercial Centre, 8 Wang Hoi Road, Kowloon Bay, Kowloon, Hong Kong.
Reference is made to (i) the joint announcement issued by New World Development Company Limited (“NWD”) and Asia Logistics Technologies Limited (“ALT” or the “Company”) dated 1 April 2004; (ii) the circular (the “Circular”) issued by ALT dated 2 June 2004; (iii) the joint announcement (the “Despatch Announcement”) issued by NWD and ALT dated 2 June 2004; and (iv) the announcement issued by ALT dated 25 June 2004. Terms used herein shall have the same meanings as those defined in the Circular unless the context requires otherwise.
COMPLETION OF SUBSCRIPTION AGREEMENT AND S&P AGREEMENT
The board (the “Board”) of directors (the “Directors”) of the Company is pleased to announce that Completion took place on 6 July 2004. Approval has been granted by the Listing Committee of the Stock Exchange for the listing of, and permission to deal in, the Subscription Shares, the Conversion Shares and the Consolidated ALT Shares. Immediately after the issue of the Subscription Shares at Subscription Completion but before the exercise of any of the conversion rights under the Subscription Note and the ALT Convertible Note, the aggregate voting rights of the NWD Group and its Concert Parties in the Company (including the interest to be held by PPG) has increased from approximately 35.71% to approximately 69.54%.
RE-DESIGNATION, APPOINTMENT AND RESIGNATION OF DIRECTORS
The Board also announces that immediately upon Completion on 6 July 2004, (i) Dr. Cheng Kar Shun, Henry and Mr. To Hin Tsun, Gerald have been re-designated as the executive Directors; (ii) Mr. Doo Wai Hoi, William, Dr. Wai Fung Man, Norman and Mr. Chow Yu Chun, Alexander have been appointed as the executive Directors; (iii) Mr. Kwong Che Keung, Gordon has been appointed as an independent non-executive Director; (iv) Mr. Lo Lin Shing, Simon has been re-designated as a non-executive Director; and (v) Messrs. Chan Ki, Chan Wai Keung, Ringo, Yu Ansheng, Ben, Lo Lin Kwong and Zhao Rui have resigned as the executive Directors. Dr. Cheng Kar Shun, Henry and
– 2 –
Mr. Doo Wai Hoi, William have been appointed as the chairman and vice-chairman of the Board respectively. Dr. Wai Fung Man, Norman has been appointed as the chief executive officer of the Company.
The Board would like to express its gratitude to Messrs. Chan Ki, Chan Wai Keung, Ringo, Yu Ansheng, Ben, Lo Lin Kwong and Zhao Rui for their many contributions to ALT during their service with ALT, and would like to welcome Mr. Doo Wai Hoi, William, Dr. Wai Fung Man, Norman, Mr. Chow Yu Chun, Alexander and Mr. Kwong Che Keung, Gordon to join the Board.
The biographical details of the re-designated or new Directors have already been set out in the Despatch Announcement and the Circular. None of Dr. Cheng Kar Shun, Henry, Mr. Doo Wai Hoi, William, Dr. Wai Fung Man, Norman, Mr. To Hin Tsun, Gerald, Mr. Chow Yu Chun, Alexander, Mr. Lo Lin Shing, Simon and Mr. Kwong Che Keung, Gordon has entered into any service contract with the Company, and they are subject to retirement by rotation and re-election pursuant to the articles of association of the Company. They will be entitled to a director’s fee as determined by the Board from time to time.
As at the date of this announcement, (i) none of Dr. Cheng Kar Shun, Henry, Mr. Doo Wai Hoi, William, Dr. Wai Fung Man, Norman, Mr. To Hin Tsun, Gerald, Mr. Chow Yu Chun, Alexander and Mr. Kwong Che Keung, Gordon had any interests in the Existing ALT Shares within the meaning of Part XV of the SFO; and (ii) Mr. Lo Lin Shing, Simon had an interest in 1,129,758,000 Existing ALT Shares and an interest in ALT Share Options to subscribe for 20,000,000 Existing ALT Shares within the meaning of Part XV of the SFO. Save for the fact that Mr. Doo Wai Hoi, William is the brother-in-law of Dr. Cheng Kar Shun, Henry, none of the new Directors has any relationship with the Board, the senior management or any substantial shareholder of the Company prior to Completion. The Board confirms that there is no other matter that need to be brought to the attention of the shareholders of the Company in respect of the re-designated or new Directors.
Further announcement will be made in respect of the proposed appointment of Mr. Cheng Ming Fun, Paul, JP as an independent non-executive Director.
CHANGE OF COMPANY SECRETARY AND QUALIFIED ACCOUNTANT
The Board announces that immediately upon Completion on 6 July 2004, (i) Ms. Tsang Yuet Kwai has resigned as the company secretary of the Company; and (ii) Ms. Ho Pui Sin has been appointed as the company secretary of the Company. Ms. Ho Pui Sin is a qualified solicitor in Hong Kong.
The Board also announces that immediately upon Completion on 6 July 2004, (i) Mr. Chui Kark Ming has resigned as the qualified accountant of the Company; and (ii) Mr. Sien Yun Man has been appointed as the qualified accountant of the Company. Mr. Sien Yun Man is an associate member of the Hong Kong Society of Accountants.
The Board would like to express its gratitude to Ms. Tsang Yuet Kwai and Mr. Chui Kark Ming for their many contributions to ALT during their service with ALT.
– 3 –
DESPATCH OF CERTIFICATES OF THE NWCB SHARES UNDER THE ALT DISTRIBUTION
As referred to in the expected timetable of the Circular, the certificates of the NWCB Shares to those shareholders of the Company entitled to the ALT Distribution were scheduled to be despatched on or before 21 July 2004. The Board announces that, as the ALT Distribution has been postponed due to administrative reasons in implementation, the despatch date of the certificates of the NWCB Shares to those shareholders of the Company entitled to the ALT Distribution would be delayed until further notice.
CHANGE OF COMPANY NAME AND PRINCIPAL PLACE OF BUSINESS IN HONG KONG
The proposed change of English name of ALT to “New World Mobile Holdings Limited” and the adoption of a new Chinese name of 「新世界移動控股有限公司」has become effective on 6 July 2004. A further announcement will be made on the effective date and arrangement for trading of the shares of the Company under the new stock short name on the Stock Exchange.
The proposed change of name of the Company will not affect any of the rights of the shareholders of the Company. The information on the trading arrangement and free exchange of the new share certificates of the Company have already been set out in the Despatch Announcement.
With effect from 9:00 a.m. on 20 July 2004, the principal place of business of the Company in Hong Kong will be changed to 17th Floor, Chevalier Commercial Centre, 8 Wang Hoi Road, Kowloon Bay, Kowloon, Hong Kong.
By Order of the Board Dr. Wai Fung Man, Norman Executive Director
Hong Kong, 6 July 2004
* For identification purpose only
As at the date of this announcement, the Board comprises:
Executive Directors:
Dr. Cheng Kar Shun, Henry (Chairman) , Doo Wai Hoi, William (Vice Chairman) , Dr. Wai Fung Man, Norman (Chief Executive Officer) , To Hin Tsun, Gerald and Chow Yu Chun, Alexander
Non-executive Directors:
Lo Lin Shing, Simon and Ho Hau Chong, Norman
Independent Non-executive Directors:
Wei Chi Kuan, Kenny and Kwong Che Keung, Gordon
Please also refer to the published version of this announcement in The Standard.
– 4 –