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.
ʕᗫӀ߅Ҧॡ༣ٰ΅Ϟࠢʮ̡
ZHONGGUANCUN SCIENCE-TECH LEASING CO., LTD.
(a joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 1601)
INSIDE INFORMATION ANNOUNCEMENT
THE H SHARE FULL CIRCULATION
LISTING APPROVAL GRANTED BY THE STOCK EXCHANGE
This announcement is made by Zhongguancun Science-Tech Leasing Co., Ltd. (the "Company") under the Inside Information Provisions of Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Stock Exchange").
Reference is made to the announcement of the Company dated February 8, 2021 (the "Announcement") in relation to the approval by the CSRC of the application for H share full circulation. Unless otherwise indicated, capitalized terms used in this announcement shall have the same meanings as those defined in the Announcement.
LISTING APPROVAL GRANTED BY THE STOCK EXCHANGE
The Company is pleased to announce that the Company received the approval (the "Listing Approval") for the listing of and the permission to deal in 160,000,000 H Shares (the "Converted H Shares"), representing the maximum number of unlisted domestic shares of the Company (the "Domestic Shares") to be converted under the Conversion, which was granted by the Stock Exchange on March 9, 2021.
The Company is also conducting the following works in connection with the Conversion and Listing:
(i) giving instructions to the H share registrar of the Company in relation to the issue of the relevant share certificate of the Converted H Shares; and
(ii) enabling the Converted H Shares to be accepted as eligible securities by Hong Kong Securities Clearing Company Limited ("HKSCC") for deposit, clearance and settlement in Central Clearing and Settlement System ("CCASS").
Based on the current timetable, which is subject to adjustment, it is expected that the share certificates for the Converted H Shares will be issued to China Clearing HK (as defined below) and deposited into HKSCC on March 31, 2021 and the listing of the Converted H Shares on the Stock Exchange will commence at 9:00 a.m. on April 8, 2021.
ONSHORE PROCEDURES
The Company will apply to China Securities Depository and Clearing Corporation Limited ("China Clear"), Shenzhen Branch for the maintenance of the detailed records of the initial holding of the Converted H Shares held by the holders of the Domestic Shares (the "Participating Shareholders"). Meanwhile, the Company will submit applications for a domestic transaction commission code and abbreviation, which shall be confirmed by China Clear, Shenzhen Branch pursuant to the authorization of the Shenzhen Stock Exchange (the "Shenzhen Stock Exchange").
According to the "Circular of the State Administration of Foreign Exchange on Issues Concerning the Administration of Foreign Exchange Involved in Overseas Listing" ( ̮ි၍ଣ҅ᗫྤ̮ ɪ̹̮ි၍ଣϞᗫਪᕚٙஷٝ' ), the Participating Shareholders should complete the overseas shareholding registration with the local foreign exchange administration bureau before the shares are sold, and after the overseas shareholding registration, open a specified bank account for the holding of shares overseas by onshore investors at an onshore bank with relevant qualifications, open a specified fund account for H share "Full Circulation" at a domestic securities company. Guotai Junan Securities Co., Ltd. ("GTJA") shall be the domestic securities company for the purpose of the H share "Full Circulation". GTJA shall open a securities trading account for H share "Full Circulation" at a Hong Kong securities company, which shall be Guotai Junan Securities (Hong Kong) Limited ("GTJA HK"). China Clear as the nominee shall deposit the relevant securities at the China Securities Depository and Clearing (Hong Kong) Company Limited ("China Clear HK") and China Clear HK in its own name shall deposit the relevant securities at HKSCC. China Clear as the nominee of the Participating Shareholders shall handle all custody, maintenance of detailed records, cross-broader settlement and corporate actions etc. relating to the Converted H Shares for the Participating Shareholders.
After completing the aforementioned onshore procedures, the Participating Shareholders through GTJA give instructions on the trading of the Converted H Shares. The relevant instructions of the Participating Shareholders will be submitted to the Stock Exchange for trading via the securities trading account opened by GTJA at GTJA HK. After completion of the transaction, GTJA HK and China Clear HK, China Clear HK and China Clear, China Clear and GTJA, GTJA and the Participating Shareholders will conduct settlement respectively.
The Shenzhen Stock Exchange authorizes Shenzhen Securities Communications Co., Ltd. to provide services relating to entrusted sell orders and completion report between GTJA and GTJA HK for the Converted H Shares, and the real-time market forwarding services of the relevant H Shares.
The Participating Shareholders can only conduct share trading after the abovementioned procedures relating to the arrangements of registration, depositary and transaction settlement after the Conversion and Listing are completed.
SHARE CAPITAL STRUCTURE OF THE COMPANY BEFORE AND AFTER COMPLETION OF THE CONVERSION AND LISTING
The Company, on behalf of the Participating Shareholders, has completed the cancellation registration procedure for the Domestic Shares under the Conversion and Listing held by the Participating Shareholders in China Clear, Beijing Branch. On March 4, 2021, the Participating Shareholders holding 160,000,000 Domestic Shares have been removed from the register of members of Domestic Shares of the Company maintained by China Clear.
The details of the Participating Shareholders are as follows:
Approximate percentage of the total issued
Number of | shares of the | |
Domestic Shares | Company upon | |
converted into | completion of | |
Converted | the Conversion | |
Name of the Participating Shareholders | H Shares | and Listing |
Nanshan Group Capital Investment Co., Ltd. | ||
( یʆණྠ༟͉ҳ༟Ϟࠢʮ̡) | 99,900,000 | 7.49% |
Beijing OriginWater Technology Co., Ltd | ||
( ̏ԯ၀˥๕߅Ҧٰ΅Ϟࠢʮ̡) | 60,100,000 | 4.51% |
Total | 160,000,000 | 12% |
Upon completion of the Conversion and the listing, the share capital structure of the Company is set out below:
Class of shares | ||||
Number of | Percentage | Number of | Percentage | |
shares | (approximately) | shares | (approximately) | |
Domestic shares | 1,000,000,000 | 75% | 840,000,000 | 63% |
H shares | 333,334,000 | 25% | 493,334,000 | 37% |
Total | 1,333,334,000 | 100% | 1,333,334,000 | 100% |
Before completion of the Conversion and Listing
After completion of the Conversion and Listing
Further announcement(s) will be made by the Company when and where appropriate.
Shareholders and potential investors of the Company are advised to exercise caution when dealing in the shares of the Company.
By order of the Board
Zhongguancun Science-Tech Leasing Co., Ltd.
DUAN Hongwei
Chairman
Beijing, the PRC, March 17, 2021
As at the date of this announcement, the Board comprises Mr. HE Rongfeng and Mr. HUANG Wen as executive Directors, Mr. DUAN Hongwei, Mr. LOU Yixiang, Mr. ZHANG Shuqing and Mr. LI Peng as non-executive Directors, and Mr. CHENG Dongyue, Mr. WU Tak Lung and Ms. LIN Zhen as independent non-executive Directors.