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Form Serial Number: |
DA20230719E00330
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| 1.
Date of relevant event: |
14/07/2023
(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: |
08163 |
| 4.
Name of listed corporation: |
NOIZ Group Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
566,728,946 |
| 7.
Name of director (English) as printed on HKID Card/Passport: |
| (Surname) |
Wong |
| (Other names) |
Hin Shek |
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| 10.
Name of director (Chinese): |
王顯碩 |
| 11.
Chinese Character Code as printed on HKID Card: |
376973594311 |
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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 |
| 1113 | The number of shares in which you are interested has increased 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 |
|
130,259,258 |
HKD |
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0.1080 |
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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 | 641,633,921 | 113.22 |
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| 26.
Total shares in listed corporation immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 771,893,180 | 136.20 |
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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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| 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 | | 4107 | Unlisted derivatives - Convertible instruments |
| 28/12/2022 | 12/08/2024 | | | HKD | 0.186 | | | 193,548,387 |
| Long position | | 4107 | Unlisted derivatives - Convertible instruments |
| 28/12/2022 | 12/08/2024 | | | HKD | 0.186 | | | 295,698,924 |
| Long position | | 4107 | Unlisted derivatives - Convertible instruments |
| 12/08/2008 | 12/08/2023 | | | HKD | 0.900 | | | 15,631,111 |
| Long position | | 4107 | Unlisted derivatives - Convertible instruments |
| | | | | HKD | 0.108 | | | 92,592,592 |
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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 |
| Team Sunny International Holdings Limited | OMC Chambers, Wickhams Cay 1, Road Town, Tortola, British Virgin Islands/British Virgin Islands | Wong Hin Shek | 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 |
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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: |
Team Sunny entered into subscription agreements on 14 July 2023 for the subscription of the 37,666,666 subscription shares at the subscription price of HK$0.108 per subscription shares and the subscription of the convertible bonds in the principal amount of HK$10,000,000 at the conversion price of HK$0.108 per conversion share. The total amount of the price of above subscriptions will be paid by Team Sunny to NOIZ by setting off against the 2008 convertible bonds which held by Team Sunny.
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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: |
19/07/2023
(dd/mm/yyyy)
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