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Form Serial Number: |
DA20220721E00465
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| 1.
Date of relevant event: |
20/07/2022
(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: |
03918 |
| 4.
Name of listed corporation: |
NagaCorp Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
4,341,008,041 |
| 7.
Name of director (English) as printed on HKID Card/Passport: |
| (Surname) |
Chen |
| (Other names) |
Lip Keong |
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| 10.
Name of director (Chinese): |
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| 11.
Chinese Character Code as printed on HKID Card: |
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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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| 2201 | Interest of corporation controlled by you |
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| 2307 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
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1,142,378,575 |
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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 | 4,147,859,038 | 95.55 |
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| 26.
Total shares in listed corporation immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 4,147,859,038 | 95.55 |
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| 27.
Capacity in which interests disclosed in Box 26 are held: |
| Code describing capacity | Number of shares |
| 2307 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
| | Long position | 1,943,107,166 |
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| 2307 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
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| 2307 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
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| 2307 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
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| 2307 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
| | Long position | 1,142,378,575 |
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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 | |
| | | | | | | | | | | |
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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 |
| ChenLipKeong Fund Limited | Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands | SAKAI PRIVATE TRUST COMPANY PTE. LTD. | 100.00 | Y | | Long position | 1,142,378,575 |
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| SAKAI GLOBAL HOLDINGS LTD. | 6 Shenton Way #25-08 OUE Downtown Singapore 068809 | Chen Lip Keong | 100.00 | N | | Long position | 4,147,859,038 |
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| SAKAI PRIVATE TRUST COMPANY PTE. LTD. | 6 Shenton Way #25-08 OUE Downtown Singapore 068809 | SAKAI GLOBAL HOLDINGS LTD. | 100.00 | Y | | Long position | 1,943,107,166 |
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| SAKAI PRIVATE TRUST COMPANY PTE. LTD. | 6 Shenton Way #25-08 OUE Downtown Singapore 068809 | SAKAI GLOBAL HOLDINGS LTD. | 100.00 | N | | Long position | 2,204,751,872 |
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| ChenLipKeong Capital Limited | Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands | SAKAI PRIVATE TRUST COMPANY PTE. LTD. | 100.00 | Y | |
| LIPKCO Group Limited | Trident Chambers, P.O. Box 146, Road Town, Tortola VG1110, British virgin Islands | SAKAI PRIVATE TRUST COMPANY PTE. LTD. | 100.00 | Y | |
| LIPKCO ENTERPRISES LIMITED | 2nd Floor, O'neal Marketing Associates Building, Wickham's Cay II, P.O. Box 3174, Road Town, Tortola VG1110, British Virgin Islands | SAKAI PRIVATE TRUST COMPANY PTE. LTD. | 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 |
| The Sakai Trust | Addresses of individuals are not displayed. | | 5103 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
| | Long position | 4,147,859,038 |
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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 |
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| Total number of shares in which a director is interested under sections 317 and 318 | |
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| 34.
Supplementary information: |
On 20 July 2022, the director transferred the entire issued share capital of ChenLipKeong Fund Limited ("CLK Fund") to The Sakai Trust, a discretionary trust of which he is the founder. On 14 April 2019, NagaCorp Ltd. entered into a subscription agreement with CLK Fund, pursuant to which 1,142,378,575 shares (subject to adjustment) will be conditionally issued by NagaCorp Ltd. to CLK Fund on or before 30 September 2025 or such other extended date as is agreed between the parties.
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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: |
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Date of filing this Form 3A: |
21/07/2022
(dd/mm/yyyy)
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