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ZO Future Group — Board/Management Information 2015
Mar 12, 2015
50510_rns_2015-03-12_03863dc4-c7d6-4db9-b8de-f2f4e3ad4139.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.
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BIRMINGHAM INTERNATIONAL HOLDINGS LIMITED 伯明翰環球控股有限公司
(Receivers Appointed)
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2309)
VOLUNTARY ANNOUNCEMENT, RESIGNATION OF DIRECTOR AND CONTINUOUS SUSPENSION OF TRADING
This announcement is issued by the Company pursuant to Rule 13.09 of the Listing Rules and the provision under Part XIVA of the SFO.
VOLUNTARY ANNOUNCEMENT
Since the appointment of the Receivers pursuant to an order granted by the High Court of Hong Kong dated 16 February 2015, various parties have expressed interests to the Receivers in acquiring all or part of the equity stake in the Company and/or its interests in Birmingham City Football Club Plc (“ BCFC ”), an indirectly owned subsidiary of the Company representing an effective 96.64% equity interest in BCFC as at the date of this announcement.
The Receivers are open to a wide spectrum of options to preserve the value of the Company as a whole and in the interests of the Company and the Shareholders as a whole. Disposal of interests in BCFC would be a last resort to the Receivers. The Receivers would like to confirm that they have not commenced any significant discussion or negotiation with any parties in relation to the sale of the Shares and equity interests in BCFC. Further announcement will be made by the Receivers in accordance with all applicable requirements of the Listing Rules as and when appropriate.
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RESIGNATION OF EXECUTIVE DIRECTOR
Mr. Cheung Kwai Nang (“ Mr. Cheung ”) tendered his resignation as an executive Director with effect from 11 March 2015 as he would like to devote more time to his other personal and professional commitments.
Mr. Cheung confirms that he has no claims against the Company for fees, compensation for loss of office, remuneration, severance payments, pension, expenses or otherwise, has no disagreement with the Board formed on 9 March 2015 and that there are no other matters relating to his resignation that need to be brought to the attention of the Shareholders.
CONTINUOUS SUSPENSION OF TRADING
At the request of the Company, trading in the Shares on the Stock Exchange was halted with effect from 10:21 a.m. on 4 December 2014. Trading in the Shares will remain suspended until further notice.
DEFINITIONS
In this announcement, the following expressions have the following meanings, unless the context otherwise requires:
- “Board”
the board of Directors
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“Company” Birmingham International Holdings Limited, a company incorporated in the Cayman Islands with limited liability and the Shares are listed on the Main Board of the Stock Exchange
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“Director(s)” the director(s) of the Company
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“Hong Kong” The Hong Kong Special Administrative Region of the People’s Republic of China
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“Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange
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“Receivers” Messrs. Liu Yiu Keung Stephen, Yen Ching Wai David and Koo Chi Sum, all of Ernst & Young Transactions Limited of 62nd Floor, One Island East, 18 Westlands Road, Island East, Hong Kong and being the joint and several receivers of the Company appointed in accordance with an order granted by the High Court of Hong Kong on 16 February 2015
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“SFO” The Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)
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“Shares”
ordinary share(s) of par value of HK$0.01 each in the share capital of the Company
“Shareholders”
person(s) whose name(s) appear in the register of members of the Company as the holder(s) of Shares
“Stock Exchange”
The Stock Exchange of Hong Kong Limited
For and on behalf of
Birmingham International Holdings Limited
(Receivers Appointed)
Liu Yiu Keung Stephen, Yen Ching Wai David and Koo Chi Sum Joint and Several Receivers
Hong Kong, 12 March 2015
As at the date of this announcement, the Board comprises 7 Directors, namely Mr. Liu Yiu Keung Stephen, Mr. Yen Ching Wai David and Ms. Koo Chi Sum as executive Directors; and Mr. Cheung Yuk Ming, Mr. Law Pui Cheung, Mr. Lai Hin Wing Henry Stephen and Mr. Wong Ka Chun Carson as independent non-executive Directors.
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