Common use of RESUMPTION OF TRADING Clause in Contracts

RESUMPTION OF TRADING. Trading in the Shares on the Stock Exchange was suspended with effect from 9: 00 a.m. on 30 March 2011 at the request of the Company pending the release of this announcement. An application has been made to the Stock Exchange for the resumption of trading in the Shares with effect from 9: 00 a.m. on 31 March 2011. DEFINITIONS In this announcement, the following expressions have the meaning as set out below unless the context requires otherwise: ‘‘associates’’ having the meaning ascribed thereto in the Listing Rules ‘‘Board’’ the board of Directors ‘‘Business Day’’ any day (other than a Saturday, Sunday or public holiday) on which banks are generally open for business in Hong Kong ‘‘Company’’ New Environmental Energy Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the ordinary shares of which are listed on the Stock Exchange ‘‘Completion Date’’ the third Business Day after the date on which all the conditions provided in the Subscription Agreement are satisfied (or waived), which is currently expected to be on or before 31 May 2011 or such other date as may be agreed by the parties of the Subscription Agreement ‘‘Connected Person(s)’’ having the meaning ascribed thereto in the Listing Rules ‘‘Convertible Bonds’’ the zero coupon guaranteed convertible bonds due 2015, which are convertible into Shares or shares of Smartview Investment Holdings Ltd. (a company incorporated in the British Virgin Islands and a wholly owned subsidiary of the Company) as described in the Company’s announcements dated 29 January 2010 and 13 April 2010, respectively ‘‘Convertible Notes’’ the convertible notes of the Company issued to Simple Success Investments Limited and Bright Good Limited on 11 December 2009 in satisfaction of part of the consideration for the Group’s acquisition of the entire issued share capital of Smartview Investment Holdings Ltd., as described in the Company’s announcement dated 23 September 2009 and circular dated 23 November 2009 ‘‘Directors’’ the directors of the Company ‘‘EGM’’ the extraordinary general meeting of the Company to be convened and held for the Shareholders to consider and, if thought fit, to approve, inter alia, the Subscription and the Specific Mandate to issue and allot the Subscription Shares ‘‘Force Majeure Event’’ acts of god, strike, act of war, act of terrorism, epidemic, international political crisis, civil disorder, any significant adverse change in local, national or international monetary, economic or financial conditions (including general suspension or limitation of trading on, or by, the Stock Exchange (save for any suspension not exceeding 10 consecutive Business Days) and change in currency exchange rates or controls and disruption of banking activities) or other adverse events not within the control of the parties of the Subscription Agreement ‘‘Group’’ the Company and its subsidiaries ‘‘Hong Kong’’ the Hong Kong Special Administrative Region of the PRC ‘‘Listing Committee’’ having the meaning ascribed thereto in the Listing Rules ‘‘Listing Rules’’ The Rules Governing the Listing of Securities on the Stock Exchange ‘‘Placee(s)’’ any person or entity whom the Placing Agent and/or any of its agent(s) have procured to place the Placing Shares pursuant to the Placing Agreement ‘‘Placing’’ the placing of up to a maximum of 202,022,000 Placing Shares by the Placing Agent on a best effort basis pursuant to the terms of the Placing Agreement ‘‘Placing Agent’’ Fortune (HK) Securities Limited, a licensed corporation to carry on Type 1 regulated activity (dealing in securities) under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Placing Agreement’’ the placing agreement dated 1 December 2010 (as amended by the Supplemental Placing Agreement dated 24 February 2011) entered into between the Company and the Placing Agent in relation to the Placing ‘‘Placing Shares’’ a maximum of 202,022,000 Shares to be placed under the Placing ‘‘PRC’’ the People’s Republic of China ‘‘Xxxx Securities’’ Xxxx Securities Company Limited, a licensed corporation to carry on Type 1 (dealing in securities), Type 2 (dealing in future securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Sale Convertible Notes’’ the portion of Convertible Notes in the total outstanding principal amount of HK$417,600,000 representing the amount of HK$177,000,000 and convertible into approximately 150,000,000 Shares upon the exercise of the convertible rights attaching thereto ‘‘Second Supplemental Placing Agreement’’ the second supplemental placing agreement dated 29 March 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Subscriber’’ Beijing Capital (Hong Kong) Limited, a company incorporated in Hong Kong with limited liability ‘‘Subscription’’ the subscription of 202,022,000 Subscription Shares by the Subscriber at the Subscription Price pursuant to the Subscription Agreement ‘‘Subscription Agreement’’ the subscription agreement dated 29 March 2011 entered into between the Company and the Subscriber in relation to the Subscription ‘‘Subscription Price’’ HK$0.40 per Subscription Share ‘‘Subscription Shares’’ 202,022,000 Shares to be subscribed for by the Subscriber pursuant to the Subscription Agreement ‘‘Share(s)’’ ordinary share(s) of HK$0.10 each in the capital of the Company ‘‘Shareholders’’ holders of Shares ‘‘Share Options’’ the option(s) to subscribe for Share(s) granted under any share option scheme of the Company ‘‘Specific Mandate’’ a specific mandate to be sought from the Shareholders at the EGM to allot and issue 202,022,000 new Shares at HK$0.40 per Share pursuant to the Placing Agreement ‘‘Supplemental Placing Agreement’’ the supplemental placing agreement dated 24 February 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Stock Exchange’’ The Stock Exchange of Hong Kong Limited ‘‘Takeovers Code’’ The Hong Kong Code on Takeovers and Mergers ‘‘HK$’’ Hong Kong dollars, the lawful currency of Hong Kong ‘‘%’’ Per cent By order of the Board of New Environmental Energy Holdings Limited Xxxx Xxx Xxx Executive Director Hong Kong, 30 March 2011 As at the date of this announcement, the Board comprises five executive directors, namely Xx. Xxxx Xxx Xx, Xx. Xxxxxxxx Xxxxxxx, Xx. Xxxx Xxx Xxx, Mr. Xx Xxxxx Fan, Xxxxx and Xx. Xx Xxx Xxx; one non-executive director, namely Xx. Xxx Xxx Xxxx; one alternate non-executive director, namely Xx. Xxx Xxxx Xxxxxx (alternate director to Xx. Xxx Xxx Xxxx) and four independent non-executive directors, namely Xx. Xx Xxxx Xxx, Xxxxxxx, Xx. Xxx Xxxx Xxxx, Xx. Xxxx Hung Xxxx, Xxxxxxx and Xx. Xxxxx Kai Xxx, Xxxxx.

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Samples: www.cehl.com.hk

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RESUMPTION OF TRADING. Trading At the request of the Company, trading in the Shares on the Stock Exchange was suspended with effect halted from 9: 00 a.m. on 30 March 2011 at the request of the Company 13 January 2014, pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares on the Stock Exchange with effect from 9: 00 a.m. on 31 March 20116 February 2014. DEFINITIONS In this announcement, the following expressions have the meaning as set out below unless the context requires otherwiseotherwise requires, the following terms have the following meanings: ‘‘associatesAcquisition’’ having the acquisition of 70% equity interest in the Target by the Purchaser in accordance with the terms and conditions of the Agreement ‘‘Agreement’’ the sale and purchase agreement dated 12 January 2014 entered into among the Purchaser, the Target, the Vendors, Yuchai Machinery and the Company in relation to the Acquisition ‘‘associate(s)’’ has the meaning ascribed thereto in to it under the Listing Rules ‘‘Board’’ the board of Directors ‘‘Business Day’’ any day (other than a Saturday, Sunday or public holiday) on which banks are generally open for business in Hong Kong ‘‘Company’’ New Environmental Hoifu Energy Holdings Group Limited, a company incorporated in the Cayman Islands Bermuda with limited liability, the ordinary shares Shares of which are listed on the main board of the Stock Exchange ‘‘Completion Date’’ the third Business Day after the date on which all the conditions provided in the Subscription Agreement are satisfied (or waived), which is currently expected to be on or before 31 May 2011 or such other date as may be agreed by the parties of the Subscription Agreement ‘‘Connected Person(sconnected person(s)’’ having has the meaning ascribed thereto in to it under the Listing Rules ‘‘Convertible BondsDirector(s)’’ the zero coupon guaranteed convertible bonds due 2015, which are convertible into Shares or shares of Smartview Investment Holdings Ltd. (a company incorporated in the British Virgin Islands and a wholly owned subsidiary of the Companydirector(s) as described in the Company’s announcements dated 29 January 2010 and 13 April 2010, respectively ‘‘Convertible Notes’’ the convertible notes of the Company issued to Simple Success Investments Limited and Bright Good Limited on 11 December 2009 in satisfaction of part of the consideration for the Group’s acquisition of the entire issued share capital of Smartview Investment Holdings Ltd., as described in the Company’s announcement dated 23 September 2009 and circular dated 23 November 2009 ‘‘Directors’’ the directors of the Company ‘‘EGM’’ the extraordinary general meeting of the Company to be convened and held for the Shareholders to consider and, if thought fit, to approve, inter alia, the Subscription and the Specific Mandate to issue and allot the Subscription Shares ‘‘Force Majeure Event’’ acts of god, strike, act of war, act of terrorism, epidemic, international political crisis, civil disorder, any significant adverse change in local, national or international monetary, economic or financial conditions (including general suspension or limitation of trading on, or by, the Stock Exchange (save for any suspension not exceeding 10 consecutive Business Days) and change in currency exchange rates or controls and disruption of banking activities) or other adverse events not within the control of the parties of the Subscription Agreement ‘‘Group’’ the Company and its subsidiaries ‘‘Guangdong Weijing’’ 廣東偉經傢俱科技有限公司 (Guangdong Weijing Furniture Technology Co., Ltd.*), a company established under the laws of the PRC, being one of the Vendors ‘‘HK$’’ Hong Kong dollar, the lawful currency of Hong Kong ‘‘Hong Kong’’ the Hong Kong Special Administrative Region of the PRC ‘‘Listing Committee’’ having the meaning ascribed thereto in the Listing Rules ‘‘Listing Rules’’ The the Rules Governing the Listing of Securities on the Stock Exchange ‘‘Placee(s)’’ any person or entity whom the Placing Agent and/or any of its agent(s) have procured to place the Placing Shares pursuant to the Placing Agreement ‘‘Placing’’ the placing of up to a maximum of 202,022,000 Placing Shares by the Placing Agent on a best effort basis pursuant to the terms of the Placing Agreement ‘‘Placing Agent’’ Fortune (HK) Securities Limited, a licensed corporation to carry on Type 1 regulated activity (dealing in securities) under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Placing Agreement’’ the placing agreement dated 1 December 2010 (as amended by the Supplemental Placing Agreement dated 24 February 2011) entered into between the Company and the Placing Agent in relation to the Placing ‘‘Placing Shares’’ a maximum of 202,022,000 Shares to be placed under the Placing ‘‘PRC’’ the People’s Republic of China China, and for the purpose of this announcement, shall exclude Hong Kong, the Macau Special Administrative Region of the PRC and Taiwan ‘‘Xxxx SecuritiesPurchaser’’ Xxxx Securities Company 廣西凱富能源有限公司 (Guangxi Hoifu Energy Limited, a licensed corporation to carry on Type 1 (dealing in securities*), Type 2 (dealing in future securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Sale Convertible Notes’’ the portion of Convertible Notes in the total outstanding principal amount of HK$417,600,000 representing the amount of HK$177,000,000 and convertible into approximately 150,000,000 Shares upon the exercise of the convertible rights attaching thereto ‘‘Second Supplemental Placing Agreement’’ the second supplemental placing agreement dated 29 March 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Subscriber’’ Beijing Capital (Hong Kong) Limited, a company incorporated in Hong Kong with established under the laws of the PRC and is wholly-owned by the Company ‘‘RMB’’ Renminbi, the lawful currency of the PRC ‘‘SGM’’ the special general meeting of the Company to be convened for the purpose of considering, and if though fit, approving the Agreement and the transactions contemplated thereunder ‘‘Shanghai Dianjin’’ 上海點金實業有限公司 (Shanghai Dianjin Industrial Co., Ltd.*), a limited liability ‘‘Subscription’’ company established under the subscription laws of 202,022,000 Subscription Shares by the Subscriber at PRC, being one of the Subscription Price pursuant to the Subscription Agreement ‘‘Subscription Agreement’’ the subscription agreement dated 29 March 2011 entered into between the Company and the Subscriber in relation to the Subscription ‘‘Subscription Price’’ HK$0.40 per Subscription Share ‘‘Subscription Shares’’ 202,022,000 Shares to be subscribed for by the Subscriber pursuant to the Subscription Agreement Vendors ‘‘Share(s)’’ ordinary share(s) of HK$0.10 HK$0.1 each in the issued share capital of the Company ‘‘Shareholders’’ holders of Shares ‘‘Share OptionsShareholder(s)’’ the option(sholder(s) to subscribe for of the Share(s) granted under any share option scheme of the Company ‘‘Specific Mandate’’ a specific mandate to be sought from the Shareholders at the EGM to allot and issue 202,022,000 new Shares at HK$0.40 per Share pursuant to the Placing Agreement ‘‘Supplemental Placing Agreement’’ the supplemental placing agreement dated 24 February 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Stock Exchange’’ The Stock Exchange of Hong Kong Limited ‘‘Takeovers CodeTarget’’ The Hong Kong Code on Takeovers and Mergers 廣西玉柴石油化工有限公司 (Guangxi Yuchai Petrochemical Co., Ltd.*), a limited liability company established under the laws of the PRC ‘‘HK$Target Group’’ Hong Kong dollarsthe Target and 欽州玉柴石化銷售有限公司 (Qinzhou Yuchai Petrochemical Trading Co., Ltd.*), a wholly-owned subsidiary of the lawful currency Target ‘‘Vendors’’ Guangdong Weijing, Shanghai Dianjin and Xxxxx Xxxxxxx ‘‘Yuchai Machinery’’ 廣西玉柴機械集團有限公司 (Guangxi Yuchai Machinery Group Co., Ltd.*), a limited liability company established under the laws of Hong Kong the PRC ‘‘Xxxxx Xxxxxxx’’ 諸暨精石投資有限公司 (Xxxxx Xxxxxxx Investment Co., Ltd.*), a limited liability company established under the laws of the PRC, being one of the Vendors ‘‘%’’ Per per cent By order of the Board of New Environmental Hoifu Energy Holdings Group Limited Xxxx Xxx Xxx Executive Director Hong Kong, 30 March 2011 As at the date of this announcement, the Board comprises five executive directors, namely Xx. Xxxx Xxx Xx, Xx. Xxxxxxxx Xxxxxxx, Xx. Xxxx Xxx Xxx, Mr. Xx Xxxxx Fan, Xxxxx and Xx. Xx Xxx Xxx; one non-executive director, namely Xx. Xxx Xxx Xxxx; one alternate non-executive director, namely Xx. Xxx Xxxx Xxxxxx (alternate director to Xx. Xxx Xxx Xxxx) and four independent non-executive directorsG.B.S., namely Xx. Xx Xxxx XxxJ.P. Chairman Hong Kong, Xxxxxxx, Xx. Xxx Xxxx Xxxx, Xx. Xxxx Hung Xxxx, Xxxxxxx and Xx. Xxxxx Kai Xxx, Xxxxx.5 February 2014

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Samples: www1.hkexnews.hk

RESUMPTION OF TRADING. Trading At the request of the Company, trading in the Shares on the Stock Exchange was suspended halted with effect from 9: 00 58 a.m. on 30 March 2011 at the request of the Company 1 September 2016 pending the release of this announcement. An application The Company has been made applied to the Stock Exchange for the resumption of trading in the Shares with effect from 9: 00 a.m. on 31 March 20112 September 2016. NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES DEFINITIONS In this announcement, the following expressions have the meaning as set out below unless the context requires otherwiseotherwise requires, the following terms shall have the following meanings: ‘‘associates’’ having the meaning ascribed thereto in the Listing Rules ‘‘Board’’ the board of Directors ‘‘Business Day’’ any day (other than excluding a Saturday, Sunday or a public holiday) on which banks are generally open for business in Hong Kong ‘‘CompanyCompensation Arrangement’’ New Environmental Energy Holdings the arrangement set out under the Compensation Agreement ‘‘Compensation Agreement’’ the compensation agreement between Xx. Xxxx and each of the Placees ‘‘Compensation Price’’ HK$12.88 per Placing Share ‘‘Directors’’ the director(s) of the Company ‘‘Envision Global’’ Envision Global Investments Limited, a company incorporated in the Cayman Islands with limited liability, the ordinary shares of which are listed on the Stock Exchange ‘‘Completion Date’’ the third Business Day after the date on which all the conditions provided in the Subscription Agreement are satisfied (or waived), which is currently expected to be on or before 31 May 2011 or such other date as may be agreed by the parties of the Subscription Agreement ‘‘Connected Person(s)’’ having the meaning ascribed thereto in the Listing Rules ‘‘Convertible Bonds’’ the zero coupon guaranteed convertible bonds due 2015, which are convertible into Shares or shares of Smartview Investment Holdings Ltd. (a liability company incorporated in the British Virgin Islands on February 1, 2012 which is wholly-owned by Xx. Xxxx and a wholly owned subsidiary is our immediate Controlling Shareholder (as defined under the Listing Rules) ‘‘General Xxxxxxx’’ the general mandate granted to the Directors by the Shareholders at the annual general meeting on 2 June 2016 to allot and issue and deal with 20% of the Company) as described in the Company’s announcements dated 29 January 2010 and 13 April 2010, respectively ‘‘Convertible Notes’’ the convertible notes of the Company issued to Simple Success Investments Limited and Bright Good Limited on 11 December 2009 in satisfaction of part of the consideration for the Group’s acquisition of the entire then issued share capital of Smartview Investment Holdings Ltd., the Company as described in at the Company’s announcement dated 23 September 2009 and circular dated 23 November 2009 ‘‘Directors’’ the directors date of the Company ‘‘EGM’’ the extraordinary annual general meeting of the Company to be convened and held for the Shareholders to consider and, if thought fit, to approve, inter alia, the Subscription and the Specific Mandate to issue and allot the Subscription representing 271,550,100 Shares ‘‘Force Majeure Event’’ acts of god, strike, act of war, act of terrorism, epidemic, international political crisis, civil disorder, any significant adverse change in local, national or international monetary, economic or financial conditions (including general suspension or limitation of trading on, or by, the Stock Exchange (save for any suspension not exceeding 10 consecutive Business Days) and change in currency exchange rates or controls and disruption of banking activities) or other adverse events not within the control of the parties of the Subscription Agreement ‘‘Group’’ the Company and its subsidiaries ‘‘HK$’’ Hong Kong dollars, the lawful currency of Hong Kong ‘‘Hong Kong’’ the Hong Kong Special Administrative Region of the PRC People’s Republic of China ‘‘Listing CommitteeIndependent Third Party(ies)’’ any person or company and their respective ultimate beneficial owner(s) (if applicable) who, to the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, are third parties independent of the meaning ascribed thereto in the Listing Rules Company and its connected persons ‘‘Listing Rules’’ The the Rules Governing the Listing of Securities on the The Stock Exchange of Hong Kong Limited NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES ‘‘Xx. Xxxx’’ Xx. Xxxx Xxxxxxx, Xxxxxxx, Chairman, Chief Executive Officer and executive Director of the Company and a controlling shareholder (as defined by the Listing Rules) of the Company ‘‘Placee(s)’’ any person individual(s), institutional or entity whom other professional investor(s) procured by the Placing Agent and/or to subscribe for any of its agent(s) have procured to place the Placing Shares pursuant to the Placing Agent’s obligations as set out in the Placing Agreement ‘‘Placing’’ the proposed conditional placing of up to a maximum of 202,022,000 Placing Shares by under the Placing Agent General Mandate on a best effort basis pursuant to the terms of the Placing Agreement ‘‘Placing Agent’’ Fortune (HK) Hong Kong International Securities Limited, a company incorporated under the laws of Hong Kong and a licensed corporation to carry on Type business in type 1 regulated activity (dealing in securities) regulated activity under the Securities and Futures Future Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Placing Agreement’’ the placing agreement dated 1 December 2010 (as amended by the Supplemental Placing Agreement dated 24 February 2011) September 2016 entered into between the Company and the Placing Agent in relation to respect of the Placing ‘‘Place Price’’ the price of HK$12.50 per Placing SharesShare ‘‘Placing Share(s)’’ up to a maximum of 202,022,000 270,466,900 Shares to be issued or allotted under the General Mandate and to be placed under the Placing ‘‘PRCReference Date’’ the People’s Republic of China ‘‘Xxxx Securities’’ Xxxx Securities Company Limited, a licensed corporation to carry on Type 1 (dealing in securities), Type 2 (dealing in future securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (Chapter 571 last Trading Day of the Laws three-year period after the parties to the Placing Agreement have entered into the agreement, such date to be extended by such number of Hong Kongdays where trading of the Shares in the Stock Exchange is suspended during the three-year period after the execution of the Compensation Agreement (provided that such extension shall not be more than six months from the original Reference Date) ‘‘Sale Convertible NotesRSU Scheme’’ the portion of Convertible Notes in restricted share unit scheme adopted by the total outstanding principal amount of HK$417,600,000 representing the amount of HK$177,000,000 Company to grant restricted share units to directors, senior management and convertible into approximately 150,000,000 Shares upon the exercise employees of the convertible rights attaching thereto ‘‘Second Supplemental Placing Agreement’’ the second supplemental placing agreement dated 29 Group, which took effect on 1 March 2011 entered into between the Company 2014 and the Placing Agent in relation to the Placing ‘‘Subscriber’’ Beijing Capital (Hong Kong) Limited, a company incorporated in Hong Kong with limited liability ‘‘Subscription’’ the subscription of 202,022,000 Subscription Shares by the Subscriber at the Subscription Price pursuant to the Subscription Agreement ‘‘Subscription Agreement’’ the subscription agreement dated 29 March 2011 entered into between the Company was amended and the Subscriber in relation to the Subscription ‘‘Subscription Price’’ HK$0.40 per Subscription Share ‘‘Subscription Shares’’ 202,022,000 Shares to be subscribed for by the Subscriber pursuant to the Subscription Agreement restated on 21 December 2014 NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES ‘‘Share(s)’’ the ordinary share(s) of HK$0.10 US$0.0000001 each in the share capital of the Company ‘‘ShareholdersShareholder(s)’’ holders holder(s) of Shares ‘‘Share Options’’ the option(s) to subscribe for Share(s) granted under any share option scheme of the Company ‘‘Specific Mandate’’ a specific mandate to be sought from the Shareholders at the EGM to allot and issue 202,022,000 new Shares at HK$0.40 per Share pursuant to the Placing Agreement ‘‘Supplemental Placing Agreement’’ the supplemental placing agreement dated 24 February 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Stock Exchange’’ The Stock Exchange of Hong Kong Limited ‘‘Takeovers CodeTotal Dynamic’’ The Hong Kong Code Total Dynamic Holdings Limited, a limited liability company incorporated in the British Virgin Islands on Takeovers December 4, 2012 which is wholly-owned by Xx. Xxx Xx and Mergers is our Shareholder ‘‘HK$Trading Date’’ Hong Kong a day in which shares are traded on the Stock Exchange ‘‘United States’’ or ‘‘US’’ the United States of America, its territories, its possessions and all areas subject to its jurisdiction ‘‘US$’’ United States dollars, the lawful currency of Hong Kong ‘‘%’’ Per cent the United States By order Order of the Board of New Environmental Energy Holdings Limited Xxxx Xxx Xxx COGOBUY GROUP XXXX Xxxxxxx, Xxxxxxx Chairman and Executive Director Hong Kong, 30 March 2011 1 September 2016 As at the date of this announcement, the Board comprises five our executive directors, namely directors are Xx. Xxxx Xxx Xx, Xx. Xxxxxxxx XXXX Xxxxxxx, Xx. Xxxx Xxx Xxx, Mr. Xx Xxxxx Fan, Xxxxx and Xx. Xx Xxx Xxx; one non-executive director, namely Xx. Xxx Xxx Xxxx; one alternate non-executive director, namely Xx. Xxx Xxxx Xxxxxx (alternate director to Xx. Xxx Xxx Xxxx) and four independent non-executive directors, namely Xx. Xx Xxxx Xxx, Xxxxxxx, Xx. Xxx Xxxx XX Lun Xxxxxx Xxxxx and Ms. XX Xxxx, Hope; our non-executive director is Xx. XXX Xxxxx; and our independent non-executive directors are Xx. XXXXX Xxxxxxx, Xxxxxxx, Xx. Xxxx Hung Xxxx, Xxxxxxx XX Xxx and Xx. Xxxxx Kai Xxx, Xxxxx.XXX Xxxxxx X.

Appears in 1 contract

Samples: static.cogobuy.com

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RESUMPTION OF TRADING. Trading At the request of the Company, trading in the issued Shares on the Stock Exchange was suspended with effect from 99 : 00 a.m. on 30 March 2011 at the request of the Company April 2012 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares on the Stock Exchange with effect from 99 : 00 a.m. on 31 March 201120 June 2012. DEFINITIONS In this announcement, the following expressions have the meaning as meanings set out below unless the context requires otherwise: ‘‘associatesacting in concert’’ having has the meaning ascribed thereto in under the Listing Rules Takeovers Code ‘‘Board’’ the board of Directors ‘‘Borrower’’ Bounty Wealth Limited, a company incorporated in the BVI with limited liability and the entire issued share capital of which is wholly owned by Xx. Xxxxxx Xxxx Xxx Chi (張偉智), the then controlling Shareholder of the Company as at the date of the Loan Agreement ‘‘Business Day’’ any day (other than a Saturday, Sunday or and public holiday) on which normal commercial banks in Hong Kong are generally open for ordinary banking business in Hong Kong throughout their normal business hours ‘‘BVI’’ British Virgin Islands ‘‘Company’’ New Environmental Energy Holdings LimitedJF Household Furnishings Limited (Stock Code: 776), a company incorporated in the Cayman Islands with limited liability, the ordinary shares of which liability whose issued Shares are listed on the Stock Exchange ‘‘Completion’’ completion of the Sale and Purchase Agreement ‘‘Completion Date’’ the third Business Day after the date on which all the conditions provided in the Subscription Agreement are satisfied (or waived)of Completion, which is currently expected to be on or before 31 May 2011 or such other date as may be agreed by the parties of the Subscription Agreement ‘‘Connected Person(s)’’ having the meaning ascribed thereto in the Listing Rules ‘‘Convertible Bonds’’ the zero coupon guaranteed convertible bonds due 2015, which are convertible into Shares or shares of Smartview Investment Holdings Ltd. (a company incorporated in the British Virgin Islands and a wholly owned subsidiary of the Company) as described in the Company’s announcements dated 29 January 2010 and 13 being 27 April 2010, respectively ‘‘Convertible Notes’’ the convertible notes of the Company issued to Simple Success Investments Limited and Bright Good Limited on 11 December 2009 in satisfaction of part of the consideration for the Group’s acquisition of the entire issued share capital of Smartview Investment Holdings Ltd., as described in the Company’s announcement dated 23 September 2009 and circular dated 23 November 2009 2012 ‘‘Directors’’ the directors of the Company ‘‘EGMExecutive’’ means the extraordinary general meeting Executive Director of the Company to be convened and held for the Shareholders to consider and, if thought fit, to approve, inter alia, the Subscription and the Specific Mandate to issue and allot the Subscription Shares ‘‘Force Majeure Event’’ acts of god, strike, act of war, act of terrorism, epidemic, international political crisis, civil disorder, any significant adverse change in local, national or international monetary, economic or financial conditions (including general suspension or limitation of trading on, or by, the Stock Exchange (save for any suspension not exceeding 10 consecutive Business Days) and change in currency exchange rates or controls and disruption of banking activities) or other adverse events not within the control Corporate Finance Division of the parties SFC and any of the Subscription Agreement its delegates ‘‘Group’’ the Company and its subsidiaries ‘‘Hong Kong’’ the Hong Kong Special Administrative Region of the PRC People’s Republic of China ‘‘Listing Independent Board Committee’’ having the meaning ascribed thereto independent committee of the Board comprising all the independent non-executive Directors, established to give recommendation to the Independent Shareholders regarding the terms of the Offers ‘‘Independent Financial Adviser’’ Grand Vinco Capital Limited, a wholly-owned subsidiary of Vinco Financial Group Limited (stock code: 8340), a licensed corporation to carry out type 1 (dealing in securities) and type 6 (advising on corporate finance) regulated activities under the Listing Rules SFO, the independent financial adviser to advise the Independent Board Committee in respect of the Offers ‘‘Independent Shareholders’’ Shareholders other than the Offeror and parties acting in concert with it ‘‘Listing Rules’’ The the Rules Governing the Listing of Securities on the Stock Exchange ‘‘Placee(s)Loan Agreement’’ any person or entity whom the Placing Agent and/or any of its agent(s) have procured to place loan agreement entered into between the Placing Shares pursuant to Borrower and the Placing Agreement Vendor on 21 September 2011 ‘‘PlacingMessis Capital’’ the placing of up to a maximum of 202,022,000 Placing Shares by the Placing Agent on a best effort basis pursuant to the terms of the Placing Agreement ‘‘Placing Agent’’ Fortune (HK) Securities Messis Capital Limited, a licensed corporation to carry out type 6 (advising on Type 1 corporate finance) regulated activity under the SFO, the financial adviser to the Offeror in respect of the Offers ‘‘Offer Share(s)’’ issued Share(s) other than those already owned by the Offeror and parties acting in concert with it ‘‘Offers’’ the Share Offer and the Warrant Offer ‘‘Purchaser’’ or ‘‘Offeror’’ Power Ocean Holdings Limited, a company incorporated in the BVI with limited liability and the entire issued share capital of which are owned as to 50% by Xx. Xxxx and 50% by Xx. Xxxxx ‘‘Sale and Purchase Agreement’’ the sale and purchase agreement entered into between the Purchaser and the Vendor on 27 April 2012 ‘‘Sale Shares’’ the legal and beneficial interests of 167,711,000 Shares, representing 70.09% of the entire issued share capital of the Company being charged to the Vendor pursuant to the Share Charge prior to the Completion ‘‘SBI E2’’ SBI E2-Capital (HK) Limited, a licensed corporation to carry out type 1 (dealing in securities) and type 6 (advising on corporate finance) regulated activities under the SFO ‘‘SFC’’ the Securities and Futures Commission of Hong Kong ‘‘SFO’’ the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Placing Agreement’’ the placing agreement dated 1 December 2010 (as amended by the Supplemental Placing Agreement dated 24 February 2011) entered into between the Company and the Placing Agent in relation to the Placing ‘‘Placing Shares’’ a maximum of 202,022,000 Shares to be placed under the Placing ‘‘PRC’’ the People’s Republic of China ‘‘Xxxx Securities’’ Xxxx Securities Company Limited, a licensed corporation to carry on Type 1 (dealing in securities), Type 2 (dealing in future securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ‘‘Sale Convertible Notes’’ the portion of Convertible Notes in the total outstanding principal amount of HK$417,600,000 representing the amount of HK$177,000,000 and convertible into approximately 150,000,000 Shares upon the exercise of the convertible rights attaching thereto ‘‘Second Supplemental Placing Agreement’’ the second supplemental placing agreement dated 29 March 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Subscriber’’ Beijing Capital (Hong Kong) Limited, a company incorporated in Hong Kong with limited liability ‘‘Subscription’’ the subscription of 202,022,000 Subscription Shares by the Subscriber at the Subscription Price pursuant to the Subscription Agreement ‘‘Subscription Agreement’’ the subscription agreement dated 29 March 2011 entered into between the Company and the Subscriber in relation to the Subscription ‘‘Subscription Price’’ HK$0.40 per Subscription Share ‘‘Subscription Shares’’ 202,022,000 Shares to be subscribed for by the Subscriber pursuant to the Subscription Agreement ‘‘Share(s)’’ existing ordinary share(s) of HK$0.10 HK$0.01 each in the share capital of the Company ‘‘ShareholdersShare Offer’’ holders the unconditional mandatory cash offer to be made by SBI E2 for and on behalf of the Offeror for all the issued Shares (other than those already owned by the Offeror and parties acting in concert with it) pursuant to Rule 26.1 of the Takeovers Code ‘‘Share OptionsOffer Price’’ the option(sprice at which the Share Offer will be made, being HK$1.4907 per Offer Share ‘‘Shareholder(s)’’ holder(s) to subscribe for Share(s) granted under any share option scheme of the Company ‘‘Specific Mandate’’ a specific mandate to be sought from the Shareholders at the EGM to allot and issue 202,022,000 new Shares at HK$0.40 per Share pursuant to the Placing Agreement ‘‘Supplemental Placing Agreement’’ the supplemental placing agreement dated 24 February 2011 entered into between the Company and the Placing Agent in relation to the Placing ‘‘Stock Exchange’’ The Stock Exchange of Hong Kong Limited ‘‘Supplemental Agreement’’ the supplemental agreement to the Sale and Purchase Agreement entered into between the Purchaser and the Vendor on 28 May 2012 ‘‘Takeovers Code’’ The Hong Kong the Code on Takeovers and Mergers ‘‘Vendor’’ Sun Finance Company Limited, a company incorporated in Hong Kong with limited liability ‘‘Warrant(s)’’ the warrant(s) issued by the Company on 16 February 2012 by way of placing, each entitled the holder to subscribe for one new Share, at any time during a period of 18 months commencing from the date of issue, at a subscription price of HK$1.92 per Share ‘‘Warrant Offer’’ the unconditional mandatory cash offer to be made by SBI E2 for and on behalf of the Offeror for all outstanding Warrants in accordance with the Takeovers Code ‘‘HK$’’ Hong Kong dollars, the lawful currency of Hong Kong ‘‘%’’ Per cent per cent. By order Order of the board of directors of Power Ocean Holdings Limited Xxxx Xxxxx Wa Director By Order of the Board of New Environmental Energy Holdings JF Household Furnishings Limited Xxxxx Xxxx Xxx Xxx Executive Director Hong Kong, 30 March 2011 As at the date of this announcement, the Board comprises five executive directors, namely Xx. Xxxx Xxx Xx, Xx. Xxxxxxxx Xxxxxxx, Xx. Xxxx Xxx Xxx, Mr. Xx Xxxxx Fan, Xxxxx and Xx. Xx Xxx Xxx; one non-executive director, namely Xx. Xxx Xxx Xxxx; one alternate non-executive director, namely Xx. Xxx Xxxx Xxxxxx (alternate director to Xx. Xxx Xxx Xxxx) and four independent non-executive directors, namely Xx. Xx Xxxx Xxx, Xxxxxxx, Xx. Xxx Xxxx Xxxx, Xx. Xxxx Hung Xxxx, Xxxxxxx and Xx. Xxxxx Kai Xxx, Xxxxx.Chairman

Appears in 1 contract

Samples: Sale and Purchase Agreement

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