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Form Serial Number: |
DA20240313E00304
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| 1.
Date of relevant event: |
13/03/2024
(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: |
00910 |
| 4.
Name of listed corporation: |
China Sandi Holdings Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
5,088,207,546 |
| 7.
Name of director (English) as printed on HKID Card/Passport: |
| (Surname) |
Guo |
| (Other names) |
Jiadi |
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| 10.
Name of director (Chinese): |
郭加迪 |
| 11.
Chinese Character Code as printed on HKID Card: |
675305026611 |
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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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3,333,333,333 |
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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 | 4,602,498,128 | 90.45 |
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| 26.
Total shares in listed corporation immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 6,722,239,228 | 132.11 |
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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 |
| | Long position | 6,720,239,228 |
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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 | | 4105 | Unlisted derivatives - Physically settled |
| 24/04/2018 | 23/04/2024 | HKD | 1 for 2,000,000 options | HKD | 0.420 | | | 800,000 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 24/04/2019 | 23/04/2024 | HKD | 1 for 2,000,000 options | HKD | 0.420 | | | 600,000 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 24/04/2020 | 23/04/2024 | HKD | 1 for 2,000,000 options | HKD | 0.420 | | | 600,000 |
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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 |
| United Century International Limited | Palm Grove House, P.O. Box 438, Road Town, Tortola, British Virgin Islands / British Virgin Islands | Guo Jiadi | 100.00 | Y | | Long position | 2,581,054,801 |
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| King Partner Holdings Limited | P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands / British Virgin Islands | Guo Jiadi | 100.00 | Y | |
| Primary Partner International Limited | OMC Chambers, Wickhams Cay 1, Road Town, Tortola, British Virgin Islands / British Virgin Islands | Guo Jiadi | 100.00 | Y | | Long position | 3,818,770,226 |
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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: |
Pursuant to the CB Amendment Deed, among others, (i) the principal amount of the Convertible Bonds shall be changed from HK$500M to HK$300M; and (ii) the conversion price of the Convertible Bonds shall be changed from HK$0.412 to HK$0.090 per Conversion Share. The maximum number of Conversion Shares to be issued to Primary Partner was adjusted to 3,333,333,333 after the ordinary resolution was approved on 13 Mar 2024. For details, please refer to the circular of the Company dated 22 Feb 2024.
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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: |
0
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Date of filing this Form 3A: |
13/03/2024
(dd/mm/yyyy)
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