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Zhenro Properties Group Limited
正榮地產集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 6158)
ANNOUNCEMENT PURSUANT TO RULE 13.18 OF THE LISTING RULES
This announcement is made by Zhenro Properties Group Limited (the "Company") pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").
The board (the "Board") of directors (the "Directors") of the Company announces that on 13 August 2020, the Company (as borrower) entered into a supplemental facility letter (the "Facility Letter") with The Hongkong and Shanghai Banking Corporation Limited (as lender) for a term loan facility in the amount of HK$156 million (the "Loan Facility"), for a term of 15 months from the drawdown date of the Loan Facility.
As provided in the Facility Letter, if (i) Mr. Ou Zongrong, Mr. Ou Guoqiang and Mr. Ou Guowei (collectively, the "Relevant Persons") collectively (a) are not or cease to maintain at least 51% of the beneficial shareholding in the issued share capital (among which at least 45% of the beneficial shareholding shall be unencumbered) and voting rights of the Company; (b) are not or cease to be the single largest shareholder of the Company; and/or (c) do not or cease to have management control over the Company; and/or (ii) the chairman of the Company is not any of Mr. Huang Xianzhi, Mr. Liu Weiliang or Mr. Chan Wai Kin (each being an existing executive Director) or any of the Relevant Persons, the commitments under the Loan Facility may be cancelled and all amounts outstanding together with accrued interest and all other amounts accrued under the Loan Facility may become immediately due and payable.
As at the date of this announcement, Mr. Ou Zongrong, Mr. Ou Guoqiang and Mr. Ou Guowei beneficially owns approximately 54.60%, 4.99% and 4.97% of the issued share capital of the Company, respectively and are the controlling shareholders of the Company within the meaning of the Listing Rules.
The Company shall continue to make relevant disclosures in the subsequent interim and annual reports of the Company pursuant to Rule 13.21 of the Listing Rules for so long as circumstances giving rise to the obligation under Rule 13.18 of the Listing Rules continue to exist.
By Order of the Board
Zhenro Properties Group Limited
Huang Xianzhi
Chairman
Hong Kong, 13 August 2020
As at the date of this announcement, the executive Directors are Mr. Huang Xianzhi, Mr. Chan Wai Kin and Mr. Liu Weiliang, the non-executive Director is Mr. Ou Guowei, and the independent non-executive Directors are Dr. Loke Yu (alias Loke Hoi Lam), Mr. Wang Chuanxu and Mr. Lin Hua.