RECENT NEWS | DEHENG HONG KONG

19 Nov 2024

Advised Huaibei GreenGold Industry Investment Co., Ltd.* (淮北綠金產業投資股份有限公司) on deemed disposal of equity interest in its subsidiary

DeHeng Hong Kong advised Huaibei GreenGold Industry Investment Co., Ltd.* (淮北綠金產業投資股份有限公司) (“Huaibei GreenGold”) on the capital injection and deemed disposal of equity interest in Huaibei Tongming Mining Co., Ltd.* (淮北通鳴礦業有限公司) (“Huaibei Tongming”), a subsidiary of Huaibei GreenGold, at a consideration of approximately RMB84 million (the “Capital Injection”). The principal business of Huaibei Tongming is mining and processing of aggregate products.

The Capital Injection constituted a major transaction under Chapter 14 and a connected transaction under Chapter 14A of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the “Listing Rules”). The Capital Injection was exempted from independent shareholders’ approval pursuant to Rule 14A.101 of the Listing Rules and was approved by way of a written shareholders’ approval in lieu of holding a general meeting pursuant to Rule 14.44 of the Listing Rules.

Huaibei GreenGold is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited (stock code: 2450). Huaibei GreenGold is a construction materials provider with state-owned background located in Huaibei City, Anhui Province and one of the four largest construction aggregate producers in Huaibei City and its surrounding cities (including Suzhou City and Bozhou City) in 2023.

The deal is led by lead partners Ernest Chung and Stephen Kei of DeHeng Hong Kong, and supported by the team members including Phoebe Lo and Daniel Ting. DeHeng Hong Kong maintained a close connection with Huaibei GreenGold and other professional parties in this deal and provided professional, comprehensive and efficient legal services for this deal.

Jul 6, 2022

Advised China Everbright Environment Group Limited on Intra-Group Reorganisation

Advised China Everbright Environment Group Limited (Hong Kong stock code: 257) (“Everbright Environment”) on intra-group reorganisation (the “Reorganisation”) for which Everbright Environment, the controlling shareholder of China Everbright Water Limited (Hong Kong stock code: 1857 & Singapore Stock Code: U9E) (“Everbright Water”), indirectly held 72.87% of the total issued share capital of Everbright Water through two wholly-owned subsidiaries before the Reorganisation and held the interest in Everbright Water indirectly through its direct wholly-owned subsidiary after the Reorganisation. The Reorganisation aims to streamline the legal equity structure of the group of Everbright Environment. The Securities and Futures Commission of Hong Kong has also granted Everbright Environment a waiver from the mandatory general offer obligation as a result of the Transfer pursuant to Note 6(a) to Rule 26.1 of the Hong Kong Code on Takeovers and Mergers. The Securities Industry Council of Singapore has confirmed that the Reorganisation will not cause Everbright Environment to incur an obligation under Rule 14 of the Singapore Code on Take-overs and Mergers to make a general offer for Everbright Water.

Everbright Environment is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited ("Main Board of the Stock Exchange”) (Hong Kong stock code: 257) and is the largest environmental protection enterprise in China and Asia’s leading environmental protection enterprise, as well as a world-renowned ecological and environmental management group.

Everbright Water is a company listed on the Mainboard of Singapore Exchange Securities Trading Limited (Singapore Stock Code: U9E) and the Main Board of the Stock Exchange (Hong Kong stock code: 1857) and is principally engaged in water environment management, municipal waste water treatment and industrial waste water treatment, etc.

The deal was led by lead partners Ernest Chung and Danny Hong of Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, and supported by associate Crystal Wong and trainee solicitor Alex Tsoi.

Jun 22, 2022

Advised China Fordoo Holdings Limited on issue of convertible bond

Advised China Fordoo Holdings Limited (stock code: 2399) (“China Fordoo”) on issue of convertible bond in the principal amount of HK$60,000,000 at the rate of 8% per annum due 2024. Upon the exercise of right to convert all of the outstanding principal amount of the convertible bond at the initial conversion price of HK$0.60 per conversion share, the investor will receive 100,000,000 shares, representing approximately 4.56% of the issued share capital of China Fordoo as enlarged by the subscription. China Fordoo intends to use the net proceeds from the subscription for (i) future business development; (ii) repayment of debts; and (iii) general working capital.

China Fordoo is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited (stock code: 2399) and is principally engaged in (i) the sales of menswear apparel and brand licensing in the PRC; and (ii) the sales of industrial products to customers located in Saudi Arabia.

The deal was led by the partners of Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, Ernest Chung and Stephen Kei, and supported by the team members including Adrian Mak, Fiona Kam, Edwin Wong and Alex Tsoi.

Jun 20, 2022

Advised Yanchang Petroleum International Limited on the adoption of new share option scheme

Recently, Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, acted as the Hong Kong legal advisers to Yanchang Petroleum International Limited (“Yanchang Petroleum International”) (Stock Code: 346) in respect of the adoption of new share option scheme so that share options may be granted to its employees and other eligible participants in reward for their contribution in the future.

Yanchang Petroleum International engages in both the upstream and downstream sectors of the oil and gas Industry and is an important platform to develop the overseas business of the Yanchang Petroleum Group, the majority shareholder of Yanchang Petroleum International. Yanchang Petroleum Group is among the top four state-owned oil and gas enterprises in China, which ranked No. 234 in the Fortune Global 500 in 2021.

Chungs Lawyers, the associated firm of DeHeng Law Offices in Hong Kong, handled the drafting of relevant documents of the new share option scheme and replies to the queries raised by The Stock Exchange of Hong Kong Limited, providing comprehensive, efficient and professional legal services to the client. The deal was led by lead partner Howard Lau and supported by associate Alaida Au and trainee solicitor Alex Tsoi.