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Form Serial Number: |
DA20180116E00476
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| 1.
Date of relevant event: |
11/01/2018
(dd/mm/yyyy)
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| 2.
Date when director became aware of the relevant event/ interest in the shares (if later): |
(dd/mm/yyyy)
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| 3.
Stock code: |
00839 |
| 4.
Name of listed corporation: |
China Education Group Holdings Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
2,020,202,000 |
| 7.
Name of director (English) as printed on HKID Card/Passport: |
| (Surname) |
Xie |
| (Other names) |
Ketao |
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| 10.
Name of director (Chinese): |
謝可滔 |
| 11.
Chinese Character Code as printed on HKID Card: |
620006683325 |
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| 24.
Details of relevant event: |
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Brief description of relevant event
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Capacity in which shares were/are held
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Number of shares bought/sold or involved
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Currency of transaction |
On Exchange
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Off Exchange
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Before relevant event
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After relevant event
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Highest price (per share)
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Average price (per share)
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Average consideration (per share)
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Consideration code
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| Long position |
| 1316 | There has been a change in nature of your interest in the shares because:
any other event (you must briefly describe the relevant event in the Supplementary Information box) |
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| 2401 | A concert party to an agreement to buy shares described in s.317(1)(a) |
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| 2401 | A concert party to an agreement to buy shares described in s.317(1)(a) |
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75,000,000 |
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| Short position |
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| 25.
Total shares in listed corporation immediately before the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 1,520,000,000 | 76.00 |
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| 26.
Total shares in listed corporation immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 1,520,000,000 | 75.24 |
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| 27.
Capacity in which interests disclosed in Box 26 are held: |
| Code describing capacity | Number of shares |
| 2201 | Interest of corporation controlled by you |
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| 2401 | A concert party to an agreement to buy shares described in s.317(1)(a) |
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| 28.
Further information in derivative interests in listed corporation : |
| Derivatives code |
Exercise period (dd/mm/yyyy) |
Consideration - if derivatives granted by listed corporation |
Number of shares |
| | | Begins | Ends | Currency | Price for grant | Currency | Exercise price | Currency | Price on assignment | |
| Long position | | 4106 | Unlisted derivatives - Cash settled |
| 15/12/2017 | 14/12/2027 | | | | | | | 10,000,000 |
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| 29.
Further information in relation to interests of children under 18 and/or spouse: |
| Child/Spouse | Name of child/spouse | Number of shares |
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| 30.
Further information in relation to interests of corporations controlled by Director: |
| Name of controlled corporation | Address and place of incorporation | Name of controlling person | % control | Direct interest (Y/N) | Number of shares |
| White Clouds Education International Limited | The office of Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands | Xie Ketao | 100.00 | Y | |
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| 31.
Further information in relation to interests held by Director jointly with another person: |
| Name of joint shareholder | Address | Number of shares |
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| 32.
Further information from a director who is a trustee, or beneficiary of a trust, or a person who has set up a Discretionary Trust: |
| Names of Trust | Address | Status code | Number of shares |
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| 33.
Further information from a party to an agreement under Section 317 (Please see Notes for further information required): |
| Names of other parties | Address | Number of shares |
| Blue Sky Education International Limited | Addresses of individuals are not displayed. | 750,000,000 |
| White Clouds Education International Limited | Addresses of individuals are not displayed. | 750,000,000 |
| Yu Guo | Addresses of individuals are not displayed. | 10,000,000 |
| Total number of shares in which a director is interested under sections 317 and 318 | 1,510,000,000 |
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| 34.
Supplementary information: |
In Box 24, the 75,000,000 shares represent the shares returned to Blue Sky Education International Limited under the Stock Borrowing Agreement as described in the listed corporation’s prospectus dated 5 December 2017, out of which 20,202,000 shares are new shares issued by the listed corporation.
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| 35.
Log/Serial Number of the previous form: |
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| 36.
Number of concert party document(s) under section 317 attached/uploaded: |
1
A0000000000000064449.pdf
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Date of filing this Form 3A: |
16/01/2018
(dd/mm/yyyy)
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