Form I Sponsor's/ Overall Coordinator’s* Declaration of Compliance Concerning a New Applicant

Note: If a legal entity is appointed as both the Sponsor and the overall coordinator, only one declaration is required to be submitted. If the Sponsor and the overall coordinator are different legal entities within the same group of companies (as defined under section 1 of Part 1 of Schedule 1 to the Securities and Futures Ordinance), each of the Sponsor and the overall coordinator is required to submit this declaration in its own capacity.

This declaration must be lodged, duly completed, prior to the commencement of dealing of the securities of the new applicant.

To: The Listing Division
The Stock Exchange of Hong Kong Limited

. . . / . . . / . . .

Dear Sirs,

Re: Sponsor/ Overall coordinator*'s declaration of compliance concerning a new applicant

We, . . . . . . . . . . . . . . being Sponsor/ overall coordinator* to . . . . . . . . . . . . . . [Name of new applicant] hereby declare to the best of our knowledge and belief, having made due and careful enquiries, that:—

(1) Offers for Subscription and Offers for Sale

The securities have been placed as follows:—
 
No. of allotees No. of securities allotted
(2) Placings
(i) The securities have been placed as follows:—
No. of allotees No. of securities allotted
The following (ii) and (iii) are only applicable to the overall coordinator(s).
(ii) A bookbuilding process was carried out to assess demand for securities.
(iii) The placing of the securities is in compliance with rules 10.12 to 10.16B of The Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (“the GEM Listing Rules”).
(3) At the time of listing there will be . . . . . . . . . . . . . . holders of the securities in the hands of the public (including those whose securities are held through CCASS).
(4) [ ]% of the securities are in the hands of the public in accordance with rule 11.23 of the GEM Listing Rules; and
(5) (Only applicable to Sponsor) All of the provisions of the GEM Listing Rules, insofar as applicable and required to be fulfilled prior to the grant of listing, have been complied with, and we confirm that we have complied with all of the requirements laid down in Chapter 6A of the GEM Listing Rules concerning the application for listing.

Yours faithfully,

Signed: . . . . . . . . . . . . . .
Name: . . . . . . . . . . . . . .
(Principal)
For and on behalf of
Name of Sponsor/ Overall coordinator*:

. . . . . . . . . . . . . .

Note: If there is more than one class of securities listed, appropriate adaptations of paragraphs 1, 2 and 3 of this declaration should be made. For the purpose of this form, references to “securities” shall include equity securities.

* Delete as appropriate