| |
|
Form Serial Number: |
DA20250902E00383
|
| 1.
Date of relevant event: |
29/08/2025
(dd/mm/yyyy)
|
| 2.
Date when director became aware of the relevant event/ interest in the shares (if later): |
(dd/mm/yyyy)
|
| 3.
Stock code: |
01628 |
| 4.
Name of listed corporation: |
Yuzhou Group Holdings Co. Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
14,879,869,956 |
| 7.
Name of director (English) as printed on HKID Card/Passport: |
| (Surname) |
Kwok |
| (Other names) |
Ying Lan |
|
|
|
| 10.
Name of director (Chinese): |
郭英蘭 |
| 11.
Chinese Character Code as printed on HKID Card: |
675353915695 |
| |
| 24.
Details of relevant event: |
|
|
Brief description of relevant event
|
Capacity in which shares were/are held
|
Number of shares bought/sold or involved
|
Currency of transaction |
On Exchange
|
Off Exchange
|
|
Before relevant event
|
After relevant event
|
Highest price (per share)
|
Average price (per share)
|
Average consideration (per share)
|
Consideration code
|
| Long position |
| 1305 | There has been a change in nature of your interest in the shares because:
you have provided an interest in the shares as security to a person other than a qualified lender |
|
| 2202 | Interest of your spouse |
|
| 2202 | Interest of your spouse |
|
576,166,118 |
|
|
|
|
|
| Short position |
|
|
|
|
|
|
|
|
|
| |
|
| 25.
Total shares in listed corporation immediately before the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 5,788,864,714 | 38.90 |
|
| |
| 26.
Total shares in listed corporation immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 5,788,864,714 | 38.90 |
|
| |
| 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 | 2,858,808,586 |
|
| 2202 | Interest of your spouse |
| | Long position | 2,914,231,935 |
|
|
| |
| 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 |
| 28/01/2019 | 27/01/2026 | | | HKD | 1.564 | | | 1,015,091 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 22/07/2020 | 21/07/2027 | | | HKD | 3.927 | | | 1,158,780 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 26/01/2021 | 25/01/2028 | | | HKD | 5.074 | | | 2,317,561 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 25/01/2022 | 24/01/2029 | | | HKD | 3.150 | | | 2,317,561 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 23/01/2023 | 22/01/2030 | | | HKD | 3.688 | | | 3,476,343 |
| Long position | | 4105 | Unlisted derivatives - Physically settled |
| 29/01/2024 | 28/01/2031 | | | HKD | 2.394 | | | 3,476,343 |
|
| |
| 29.
Further information in relation to interests of children under 18 and/or spouse: |
| Child/Spouse | Name of child/spouse | Number of shares |
| Spouse | Lam Lung On | | Long position | 2,914,231,935 |
|
|
| |
| 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 |
| Plentiful Wise Developments Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands | Kwok Ying Lan | 100.00 | Y | | Long position | 2,858,808,586 |
|
|
| |
| 31.
Further information in relation to interests held by Director jointly with another person: |
| Name of joint shareholder | Address | Number of shares |
| | |
|
| |
| 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 |
| | | |
|
| |
| 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 |
| | |
| Total number of shares in which a director is interested under sections 317 and 318 | |
|
| |
| 34.
Supplementary information: |
In connection with the issuance of the New Notes on 29 August 2025, 576,166,118 shares of the Company held by Studious Profits Limited (a corporation controlled by Ms. Kwok's spouse) have been charged and are now subject to a security interest. For further details, please refer to the Company's circular dated 13 December 2024 and announcement dated 29 August 2025.
|
| 35.
Log/Serial Number of the previous form: |
|
| 36.
Number of concert party document(s) under section 317 attached/uploaded: |
0
|
|
Date of filing this Form 3A: |
02/09/2025
(dd/mm/yyyy)
|
| |