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ZO Future Group — Regulatory Filings 2016
Nov 3, 2016
50510_rns_2016-11-03_526fcfd6-4f20-4cb6-9473-cf23d7e5c50b.pdf
Regulatory Filings
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Monthly Return of Equity Issuer on Movements in Securities
For the month ended (dd/mm/yyyy) :
31/10/2016
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer Birmingham International Holdings Limited Date Submitted 3 November 2016
I. Movements in Authorised Share Capital
- Ordinary Shares
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(1) Stock code : 02309 Description : Birmingham Intl
Authorised share
No. of ordinary Par value capital
shares (HK$) (HK$)
Balance at close of preceding month 50,000,000,000 0.01 500,000,000.00
Increase/(decrease) Nil Nil
Balance at close of the month 50,000,000,000 0.01 500,000,000.00
(2) Stock code : N/A Description : N/A
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
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2. Preference Shares
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| 2.PreferenceShares | 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 Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
||||
| Par value (State currency) |
|||||
| 3. OtherClasses ofShares | |||||
| Stock code : N/A Description : No. of other classes of shares Balance at close of preceding month Increase/(decrease) Balance at close of the month |
N/A Par value (State currency) Authorised share capital (State currency) |
||||
| Par value (State currency) |
|||||
| Total authorised share capital at the end of the month (HK$): | 500,000,000.00 |
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 |
|---|---|---|---|---|
| 484,054,336 4,909,710,093 5,393,764,429 |
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
| III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | III. Details of Movements in Issued Share Capital | 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 |
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 |
||||||
| Granted | Exercised | Cancelled | Lapsed | |||||
| 1. (/ /) shares N/A N/A N/A N/A (Note 1) 2. (/ /) shares (Note 1) 3. (/ /) shares (Note 1) Total A. (Ordinary shares) (Preference shares) (Other class) Total funds raised during the month from exercise of options(State currency) N/A |
1. | N/A | N/A N/A N/A N/A |
N/A | ||||
| (/ /) | ||||||||
| shares | ||||||||
| (Note 1) 2. |
||||||||
| (/ /) | ||||||||
| shares | ||||||||
| (Note 1) 3. |
||||||||
| (/ /) | ||||||||
| shares | ||||||||
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 | ||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. |
||||||||
| (/ / | ) | |||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. |
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| (/ / | ) | |||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
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| (/ / | ) | |||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
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| (/ / | ) | |||||||
Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Currency of amount outstanding |
Amount at close of preceding month |
Converted during 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 |
||
|---|---|---|---|---|---|---|---|---|---|
| 1. CY Convertible Notes | HK$ | 112,500,000.00 | Nil | 112,500,000.00 | 274,390,243 | ||||
| HK$0.41 | |||||||||
| (05/02/2014) | |||||||||
| HK$ | |||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. First tranche of UC |
|||||||||
| HK$0.41 | |||||||||
| (05/02/2014) | |||||||||
HK$ |
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| Second Convertible Notes | |||||||||
| Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. Second tranche of UC |
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| Second Convertible Notes | |||||||||
| Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
|||||||||
- New Convertible Notes HK$ 150,000,000.00 100,000,000.00 50,000,000.00 1,250,000,000 625,000,000 Stock code (if listed) (Please refer to the Company’s circular dated 5 August 2016) Class of shares issuable (Note 1) Ordinary Shares Subscription price HK$0.08 EGM approval date (if applicable) (dd/mm/yyyy) (29/08/2016) Total C. (Ordinary shares) 1,542,682,925 (Preference shares) N/A (Other class) N/A
Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)
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No. of new shares of No. of new shares of
issuer issued during issuer which may be
the month pursuant
issued pursuant thereto
thereto
Full particulars including EGM approval date (dd/mm/yyyy), as at close of the month
if applicable, and class of shares issuable:
1. N/A
( / / )
shares (Note 1)
2. N/A
( / / )
shares (Note 1)
3. N/A
( / / )
shares (Note 1)
Total D. (Ordinary shares) N/A
(Preference shares) N/A
(Other class) N/A
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Other Movements in Issued Share Capital
| 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 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 : HK$0.08 Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) Ordinary Shares (11/10/2016) (29/08/2016) |
242,027,168 | Nil | |
| 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 |
| 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 |
|---|---|---|---|
| 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 |
| 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 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 (Subscription shares) At price : HK$ |
0.08 Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) Ordinary shares (11/10/2016) (29/08/2016) |
3,125,000,000 | Nil | |
| Total E. (Ordinary shares) (Preference shares) (Other class) |
3,367,027,168 N/A N/A |
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| Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): | (1) | 4,909,710,093 |
|---|---|---|
| (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”).) |
Remarks (if any):
N/A
Submitted by: Tricor Tengis Limited Title: Branch Share Registrar (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.