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28.13

The following documents, as applicable, must be lodged with the Exchange for review together with the form of application and other items referred to in rule 28.11:—

(1) 6 drafts or proof prints of the listing document in anticipated final form, marked in the margin to indicate where compliance has been made with the relevant provisions of the GEM Listing Rules and, in the case only of a prospectus, to indicate in addition where compliance has been made with the relevant provisions of the Companies (Winding Up and Miscellaneous Provisions) Ordinance;

Note: The Exchange acknowledges that information relating to the pricing, the number of securities to be offered, details of the underwriting (if any) and related matters may not have been settled at the time of the application.
(2) 3 copies of the anticipated final draft or proof of the formal notice, where applicable;
(3) 3 copies of the anticipated final draft or proof print of any application form (including any excess or preferential application form) to subscribe or purchase the debt securities for which listing is sought;
(4) 3 copies of the anticipated final draft or proof of any temporary document of title (which must comply with Part A of Appendix 2) where applicable;
(5) 3 copies of the anticipated final draft or proof of the definitive certificate or other document of title (which must comply with Part B of Appendix 2) (unless the securities for which listing is sought are or are to be identical in all respects with a class already listed);
(6) a copy of the anticipated final draft, if available, of the trust deed or other document securing or constituting the debt securities, which must comply with Appendix 4, and which are marked in the margin to indicate where the relevant items from Appendix 4 have been met;
(7) where the listing document contains an accountants' report, 3 copies of the anticipated final draft of any statement of adjustments relating to the accountants' report;
(8)
(a) 3 certified copies of the memorandum and articles of association or equivalent documents of both the applicant and the guarantor, in the case of a guaranteed issue, or, if previously supplied in connection with a previous listing and where no amendments have been made thereto, a certificate of an authorised officer of the issuer and of the guarantor, in the case of a guaranteed issue, confirming that there have been no amendments thereto; and
(b) the annual report and accounts of each of the completed financial years, as shown in the accountants' report, of the issuer or its group and the guarantor or its group, in the case of a guaranteed issue, immediately preceding the issue of the listing document or, if such accounts have previously been supplied in connection with a previous listing, a certificate from the auditors of the issuer and the guarantor, in the case of guaranteed issue, that there has been no material adverse change in the financial position and prospects of the issuer and guarantor, as the case may be, since the date of the latest audited accounts. (see rule 27.06).
(9) where possible, a certified copy of:—
(a) the resolution(s) of the issuer in general meeting (if any) authorising the issue of all debt securities for which listing is sought;
(b) the resolution(s) of the board of directors or other governing body or any other person to whom it has properly delegated these powers (together, in such cases, with a certified copy of the power of attorney or resolution delegating the powers) authorising the issue and allotment of such debt securities and the making of the application for listing in the prescribed form (Appendix 5C); and
(c) in the case of a guaranteed issue, the resolution(s) of the board of directors or other governing body of the guarantor approving and authorising the giving and signing of the guarantee(s) and the undertaking to comply with the GEM Listing Rules (see rule 27.15) and authorising the issue of the listing document (if applicable); and
(10) 3 copies of the notice(s) of meeting (if any) referred to in the listing document; and
(11) any checklist(s) in the form prescribed by the Exchange from time to time, duly completed.