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WH Group Limited Capital/Financing Update 2013

Apr 3, 2013

49096_rns_2013-04-03_8c2f04a1-87d3-4258-a97f-886d97a11a0e.pdf

Capital/Financing Update

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For Main Board and GEM listed issuers

==> picture [138 x 67] intentionally omitted <==

Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31 / 03 / 2013

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer China Gamma Group Limited Date Submitted 03 / 04 / 2013

I. Movements in Authorised Share Capital

  1. Ordinary Shares
1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares
(1) Stock code :
164
Description :
No. of ordinary
shares
Balance at close of preceding month
15,000,000,000
Increase/(decrease)
0
Balance at close of the month
15,000,000,000		 N/A
Par value
(HKD)
Authorised share
capital
(HKD)
0.01
150,000,000
0
0.01
150,000,000
Par value
(HKD)
0.01
0.01
(2) Stock code :
N/A
Description :
No. of ordinary
shares
Balance at close of preceding month
N/A
Increase/(decrease)
N/A
Balance at close of the month
N/A		 N/A
Par value
(State
currency)
Authorised share
capital
(State currency)
N/A
N/A

N/A
N/A
N/A
Par value
(State
currency)
N/A

N/A

For Main Board and GEM listed issuers

2. Preference Shares

2.PreferenceShares 2.PreferenceShares 2.PreferenceShares 2.PreferenceShares 2.PreferenceShares
Stock code :
N/A
Description :
No. of preference
shares
Balance at close of preceding month
N/A
Increase/(decrease)
N/A
Balance at close of the month
N/A		 N/A
Par value
(State
currency)
Authorised share
capital
(State currency)
N/A
N/A

N/A
N/A
N/A
Par value
(State
currency)
N/A

N/A
3. OtherClasses ofShares
Stock code :
N/A
Description :
No. of other
classes of shares
Balance at close of preceding month
N/A
Increase/(decrease)
N/A
Balance at close of the month
N/A		 N/A
Par value
(State
currency)
Authorised share
capital
(State currency)
N/A
N/A
N/A
N/A
N/A
Par value
(State
currency)
N/A
N/A

Total authorised share capital at the end of the month (HKD) : 150,000,000

For Main Board and GEM listed issuers

II. Movements in Issued Share Capital

Balance at close of
preceding month
Increase/ (decrease)
during the month
Balance at close of the
month		 No. of ordinary shares
(1)
(2)		 No. of ordinary shares
(1)
(2)		 No of preference
shares
No. of other classes
of shares		 No of preference
shares
No. of other classes
of shares
3,378,681,490
420,000,000
3,798,681,490		 N/A
N/A
N/A		 N/A
N/A
N/A		 N/A
N/A
N/A

III. Details of Movements in Issued Share Capital

Share Options (under Share Option Schemes of the Issuer)

Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable		 Particulars of share
option scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable
Movement duringthe month Movement duringthe month Movement duringthe month No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the month		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the month
Granted Exercised Cancelled Lapsed
1. Share option
scheme
(24 / 04 / 2002)
ordinaryshares
-
-
-
-
(Note 1)


2. Share option
scheme



(22 / 08 / 2011)
ordinaryshares
0
0
0
0
(Note 1)
3. N/A
(/ /)
shares
N/A
N/A
N/A
N/A
(Note 1)
Total A. (Ordinary shares)
(Preference shares)
(Other class)
Total funds raised during the month from exercise of
options (HKD)		 1. Share option -
-

0

N/A

0

N/A

N/A
0		 -
scheme
(24 / 04 / 2002)
ordinaryshares
(Note 1)


2. Share option		 0 284,000,000
scheme
(22 / 08 / 2011)
ordinaryshares
(Note 1)
3. N/A		 N/A N/A
(/ /)
shares

For Main Board and GEM listed issuers

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants
(Date of expiry- dd/mm/yyyy)		 Description of warrants
(Date of expiry- dd/mm/yyyy)		 Description of warrants
(Date of expiry- dd/mm/yyyy)		 Currency of
nominal
value
Nominal value at
close of
precedingmonth
Exercised
during the
month		 Currency of
nominal
value
Nominal value at
close of
precedingmonth
Exercised
during the
month		 Nominal value
at close of the
month		 Nominal value
at close of the
month
No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month
No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month



1. N/A N/A N/A

N/A


N/A


N/A


N/A
0
N/A
N/A

N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
2. N/A

N/A
(/ / )
N/A N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3. N/A

N/A
(/ / )
N/A N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4. N/A

N/A
(/ / )
N/A N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)

(/ / )

For Main Board and GEM listed issuers

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description Class and description Class and description Currency of
amount
outstanding		 Amount at close of
precedingmonth		 Converted
during the
month		 Amount at
close of the
month		 Amount at
close of the
month		 No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of issuer
which may be
issued pursuant
thereto as at
close of the
month		 No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of issuer
which may be
issued pursuant
thereto as at
close of the
month



1. Convertible Notes 2014
HK$ 105,000,000
Stock code (if listed)
N/A
Class of shares
issuable_(Note 1)
Ordinary
Subscription price
HK$0.2422*(See remarks)
EGM approval date
(if applicable)
(dd/mm/yyyy))
(08/09/2011)
2. N/A
N/A
N/A
Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)
3. N/A
N/A
N/A
Stock code (if listed)
Class of shares
issuable(Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)
4. N/A
N/A
N/A
Stock code (if listed)
Class of shares
issuable(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
(/ /)		 HK$ N/A 105,000,000
-		 105,000,000








N/A




N/A




N/A
0
N/A
N/A		 433,526,011*
(See
remarks)
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy))
2. N/A
N/A
N/A


N/A
Ordinary
HK$0.2422*(See
N/A
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3. N/A		 )
N/A
N/A
N/A


N/A
(/ /
N/A
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
4. N/A		 )
N/A
N/A
N/A


N/A
(/ /
N/A
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)		 )

(/ /

For Main Board and GEM listed issuers Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)


than under Share Option Schemes)
than under Share Option Schemes)
Full particulars including EGM approval date (dd/mm/yyyy),
if applicable, and class of shares issuable:		 No. of new shares of
issuer issued during
the month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant thereto
as at close of the month
1.
2.
3.		 N/A N/A
N/A
N/A
N/A
N/A
N/A		 N/A
( / / )
shares_(Note 1)_
N/A N/A
( / / )
shares_(Note 1)_
N/A N/A
( / / )
shares_(Note 1)_
Total D. (Ordinary shares)
(Preference shares)
(Other class)

For Main Board and GEM listed issuers

Other Movements in Issued Share Capital

Type of Issue No. of new
shares of issuer
issued during the
month pursuant
thereto		 No. of new
shares of issuer
issued during the
month pursuant
thereto		 No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
1. Rights issue
At
price :
State
currency		 Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A N/A
2. Open offer
At
price :
State
currency		 Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A N/A
3. Placing
At
price :
State
currency		 Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A N/A
4. Bonus issue Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
(/ /)
(/ /)		 N/A N/A
For Main Board and GEM listed issuers For Main Board and GEM listed issuers For Main Board and GEM listed issuers
Type of Issue No. of new
shares of issuer
issued during the
month pursuant
thereto		 No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
5. Scrip dividend
At
price :
State
currency		 Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A N/A
6. Repurchase of
shares		 Class
of
shares
repurchased_(Note 1)
Cancellation date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )		 N/A
N/A
7. Redemption of
shares		 Class of shares redeemed
(Note 1)
Redemption date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A
N/A
8. Consideration
issue
At
price :
State
currency		 Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A N/A
For Main Board and GEM listed issuers For Main Board and GEM listed issuers For Main Board and GEM listed issuers For Main Board and GEM listed issuers For Main Board and GEM listed issuers
Type of Issue No. of new
shares of issuer
issued during the
month pursuant
thereto		 No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month
9. Capital
reorganisation		 Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
__
( / / )
( / / )		 N/A N/A
10. Other
(Top-Up
Subscription of
New Shares)
At
price :
State
currency		 HK$0.097
Class of shares issuable
(Note 1)
Issue and allotment date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
Ordinary
Shares
(21/03/2013)
(N/A)
 420,000,000 NIL
Total E. (Ordinary shares)
(Preference shares)
(Other class)		 420,000,000
N/A
N/A
Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E):
(1)
420,000,000
(2)
N/A
Total increase / (decrease) in preference shares during the month (i.e. Total of A to E):
N/A
Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E):
N/A
(Thesefigures should be the same as the relevantfigures under II above(“Movements in Issued Share Capital”).)		 420,000,000
N/A
N/A
N/A

For Main Board and GEM listed issuers

Remarks (if any):

  • As a result of the Placing and Top-up Subscription, pursuant to the terms and conditions of the Convertible Note, the conversion price of the Convertible Note and the number of Shares to be issued and allotted upon full conversion of the Convertible Note have been adjusted. For details, please refer to the announcement of the Company dated 21 March 2013.

Submitted by: Chan Chun Lam

Title: Secretary (Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. If there is insufficient space, please append the prescribed continuation sheet.

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