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Form Serial Number: |
DA20240613E00175
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| 1.
Date of relevant event: |
12/06/2024
(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: |
01918 |
| 4.
Name of listed corporation: |
融创中国控股有限公司 |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
8,620,401,820 |
| 7.
Name of director (English) as printed on HKID Card/Passport: |
| (Surname) |
Sun |
| (Other names) |
Hongbin |
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|
| 10.
Name of director (Chinese): |
孫宏斌 |
| 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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| 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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27,319,761 |
HKD |
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|
6.0000 |
| 3102 | Assets other than cash |
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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 | 2,786,250,385 | 32.32 |
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| 26.
Total shares in listed corporation immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 2,772,590,504 | 32.16 |
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| 27.
Capacity in which interests disclosed in Box 26 are held: |
| Code describing capacity | Number of shares |
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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 |
| | Long position | 2,703,954,504 |
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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 |
| | | | | | | | | 228,991,865 |
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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 |
| New Goal Investment Holdings Ltd | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands | Sun Hongbin | 100.00 | N | |
| Yuan Quang Investment Limited | 3806 Central Plaza, 18 Harbour Road, Wanchai, Hong Kong (Hong Kong) | New Goal Investment Holdings Ltd | 100.00 | N | |
| 天津标的企业管理有限公司（曾用名：天津标的投资咨询有限公司） | 中国天津市西青经济开发区兴华七支路8号 (PRC) | Yuan Quang Investment Limited | 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 |
| HBS Family Trust | Addresses of individuals are not displayed. | | 5103 | Founder of a discretionary trust who can influence how the trustee exercises his discretion |
| | Long position | 2,703,954,504 |
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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: |
于有关事件之前，Sunac International （“融创国际”）(i)持有2,447,642,878股融创中国控股有限公司（“融创中国”）股份（“股份”）及(ii)根据剩余控股股东债券本金额138,446,927美元按照最低转换价格每股4港元及协定汇率1美元=7.8港元（“协定汇率”）悉数转换后最多可获发行269,971,507股股份，因此融创国际对2,717,614,385股股份持有权益。于2024年6月12日，融创中国的强制可转换债券本金金额846,063,878美元中约15.18%已按每股6.00港元的转换价格转换，根据控股股东债券的条款，前述剩余控股股东债券本金金额的约15.18%（即21,015,201美元）也按每股6.00港元的相同价格及协定汇率于同日转换，即转换为27,319,761股股份。该转换发生后，融创国际持有2,474,962,639股股份，加上剩余控股股东债券本金额117,431,726美元按照最低转换价格每股4港元及协定汇率悉数转换后最多可获发行228,991,865股股份，因此融创国际对2,703,954,504股股份持有权益。
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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: |
13/06/2024
(dd/mm/yyyy)
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