HKC (Holdings) Ltd : Rights of the Overseas Shareholders in Relation to the Distribution
10/26/2011| 07:05am US/Eastern
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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.
(Incorporated in Bermuda with limited liability)
(Stock Code: 190) (website: www.hkcholdings.com)
RIGHTS OF THE OVERSEAS SHAREHOLDERS IN RELATION TO THE
DISTRIBUTION
Reference is made to the circular of the HKC (Holdings)
Limited (the "Company') dated 20 September
2011 in relation to, amongst other things, the Distribution
(the "Circular"). Unless otherwise defined, capitalized terms
used herein shall have the same meanings as ascribed to them
in the Circular.
Rights of the Overseas Shareholders
As at the Record Date, there were 13 Overseas Shareholders
whose addresses as registered in the register of members of
the Company were outside Hong Kong, namely Australia, Canada,
PRC, Macau, Malaysia, New Zealand, Singapore and the United
States of America. The Company has made enquiries with
foreign legal counsels regarding the legal restrictions under
the laws of the relevant jurisdictions and the requirements
of the relevant regulatory bodies or stock exchanges
regarding the making of the Distribution to those Overseas
Shareholders. Based on the advice and replies provided by the
relevant foreign legal counsels, the Directors are of the
view that it is necessary or expedient not to make the
Distribution to those Overseas Shareholders whose addresses
are in Canada due to the time and costs involved in the
registration of the Circular and/or compliance with the
applicable legal or regulatory requirements or special
formalities in this jurisdiction if the Distribution were to
be lawfully made to such Overseas Shareholders.
Accordingly, the Company will not distribute CRE Shares to
such Overseas Shareholders under the Distribution. Such CRE
Shares would be sold in the market as soon as practicable
after dealings in the CRE Shares commence if a premium, net
of expenses, can be obtained. Any proceeds of sale, after
deduction of expenses, will be distributed in Hong Kong
currency to such Overseas Shareholders at their own risk
unless the amount falling to be distributed to any such
Overseas Shareholders shall be less than HK$100, in which
case such amount will not be distributed but will be retained
for the benefit of the Company.
By order of the Board
HKC (HOLDINGS) LIMITED CHANG Li Hsien, Leslie
Executive Director and Chief Executive Officer
Hong Kong, 26 October 2011
As at the date of this announcement, the Board comprises 10
directors, of which 3 are executive directors, namely, Mr.
OEI Kang, Eric, Mr. CHANG Li Hsien, Leslie and Mr. CHUNG Wai
Sum, Patrick; 3 are non-executive directors, namely, Mr. OEI
Tjie Goan, Ms. YEN Teresa and Mr. WAN Ming Sun; 4 are
independent non-executive directors, namely, Mr. FAN Yan Hok,
Philip, Mr. CHUNG Cho Yee, Mico, Mr. CHENG Yuk Wo and Mr.
Albert Thomas DA ROSA, Junior.
* For identification purposes only
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