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THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

APPENDIX 5

FORMS RELATING TO LISTING

FORM F

GEM

COMPANY INFORMATION SHEET

Case Number:

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this information sheet, 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 information sheet.

Company name:

TIMELESS SOFTWARE LIMITED 天時軟件有限公司

Stock code (ordinary shares): 8028

This information sheet contains certain particulars concerning the above company (the "Company") which is listed on GEM of The Stock Exchange of Hong Kong Limited (the "Exchange"). These particulars are provided for the purpose of giving information to the public with regard to the Company in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (the "GEM Listing Rules"). They will be displayed at the GEM website on the internet. This information sheet does not purport to be a complete summary of information relevant to the Company and/or its securities.

The information in this sheet was updated as of 12 September 2019

A. General

Place of incorporation:

Date of initial listing on GEM:

Name of Sponsor(s):

Names of directors:

(please distinguish the status of the directors

  • Executive, Non-Executive or Independent Non-Executive)

Hong Kong

25 November 1999

N/A

Executive Directors:

Ms. Lau Yun Fong Carman

Mr. Lam Kai Ling Vincent

Independent non-executive Directors: Ms. Chan Choi Ling

Mr. Chan Mei Ying Spencer

Mr. Lam Kwai Yan

Ms. Tsang Wai Chun Marianna

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THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Name(s) of substantial shareholder(s):

Approximate

(as such term is defined in rule 1.01 of the

Number of

percentage of

GEM Listing Rules) and their respective

Nature of

Shares in

interest in

interests in the ordinary shares and other

Name

interests

interest

Shares

securities of the Company

Mr. Felipe Tan

Interest in

678,074,400

24.11%

("Mr. Tan")

controlled

corporation

(Note)

Beneficial

158,128,000

5.62%

owner

Starmax Holdings

Beneficial

678,074,400

24.11%

Limited

owner (Note)

("Starmax")

Name(s) of company(ies) listed on GEM or the Main Board of the Stock Exchange within the same group as the Company:

Financial year end date:

Registered address:

Head office and principal place of business:

Web-site address (if applicable):

Share registrar:

Auditors:

Note:

Mr. Tan is the sole beneficial owner of Starmax. By virtue of the SFO, Mr. Tan is deemed to be interested in all the Shares held by Starmax.

N/A

31 March

Room 2208, 118 Connaught Road West, Hong Kong

Room 2208, 118 Connaught Road West, Hong Kong

http://www.timeless.com.hk

Computershare Hong Kong Investor Services Limited

HLB Hodgson Impey Cheng Limited

B. Business activities

(Please insert here a brief description of the business activities undertaken by the Company and its subsidiaries.)

The Company and its subsidiaries are principally engaged in (i) the exploration and exploitation of mines; and (ii) the provision of consultancy and software maintenance services, e-commerce services as well as various investments in IT and innovation projects, including e-Sport tournament organizer, bio and nano new materials, and IT startup fund and intelligent agricultural applications.

C. Ordinary shares

Number of ordinary shares in issue: 2,812,881,803

Par value of ordinary shares in issue: N/A

Board lot size (in number of shares): 20,000

Name of other stock exchange(s) on N/A which ordinary shares are also listed:

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THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

D. Warrants

Stock code:

N/A

Board lot size:

N/A

Expiry date:

N/A

Exercise price:

N/A

Conversion ratio:

N/A

(Not applicable if the warrant is

denominated in dollar value of

conversion right)

No. of warrants outstanding:

N/A

No. of shares falling to be issued upon N/A the exercise of outstanding warrants:

E. Other securities

Details of any other securities in issue.

(i.e. other than the ordinary shares described in C above and warrants described in D above but including options granted to executives and/or employees).

(Please include details of stock code if listed on GEM or the Main Board or the name of any other stock exchange(s) on which such securities are listed).

If there are any debt securities in issue that are guaranteed, please indicate name of guarantor.

N/A

Responsibility statement

The directors of the Company (the "Directors") as at the date hereof hereby collectively and individually accept full responsibility for the accuracy of the information contained in this information sheet ("the Information") and confirm, having made all reasonable inquiries, that to the best of their knowledge and belief the Information is accurate and complete in all material respects and not misleading or deceptive and that there are no other matters the omission of which would make any Information inaccurate or misleading.

The Directors also collectively and individually accept full responsibility for submitting a revised information sheet, as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

The Directors acknowledge that the Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to indemnify the Exchange against all liability incurred and all losses suffered by the Exchange in connection with or relating to the Information.

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THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Signed:

(Sd.) Lau Yun Fong Carman

(Sd.) Lam Kai Ling Vincent

Lau Yun Fong Carman

Lam Kai Ling Vincent

(Sd.) Chan Choi Ling

(Sd.) Chan Mei Ying Spencer

Chan Choi Ling

Chan Mei Ying Spencer

(Sd.) Lam Kwai Yan

(Sd.) Tsang Wai Chun Marianna

Lam Kwai Yan

Tsang Wai Chun Marianna

NOTES

  1. This information sheet must be signed by or pursuant to a power of attorney for and on behalf of each of the Directors of the Company.
  2. Pursuant to rule 17.52 of the GEM Listing Rules, the Company must submit to the Exchange (in the electronic format specified by the Exchange from time to time) for publication on the GEM website a revised information sheet, together with a hard copy duly signed by or on behalf of each of the Directors, as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.
  3. Please send a copy of this form by facsimile transaction to Hong Kong Securities Clearing Company Limited (on 2815-9353) or such other number as may be prescribed from time to time) at the same time as the original is submitted to the Exchange.

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Attachments

Disclaimer

Timeless Software Ltd. published this content on 27 September 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 September 2019 10:07:03 UTC