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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.

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Advised China Dredging Environment Protection Holdings Limited (“China Dredging”) on its issue of shares worth HK$102 million (the “Issuance”), which is equivalent to 51.05% of the issued share capital of China Dredging immediately prior to the Issuance, to its director and substantial shareholder, Mr. Liu Kaijin (“Mr. Liu”) under specific mandate. Chungs Lawyers applied on behalf of Mr. Liu for a whitewash waiver to the Hong Kong Securities and Futures Commission pursuant to Note 1 on dispensation from Rule 26 of the Takeovers Code and thus Mr. Liu is not required to make a mandatory offer, which would otherwise be required as a result of the Issuance. China Dredging also undertook a 2-for-1 share consolidation and a change in board lot size from 1,000 to 20,000 before proceeding to the Issuance.

China Dredging is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited. China Dredging is principally engaged in capital and reclamation dredging businesses.

Advised L.K. Technology Holdings Limited (stock code: 558) (“L.K. Tech”) on major transactions in relation to an urban renewal project involving a disposal of properties at a consideration involving (i) a monetary consideration of RMB350 million; and (ii) the title to the redeveloped properties which were estimated to have a gross development value of approximately RMB1,249 million.


The transactions have been approved by a written shareholder’s approval in lieu of holding a general meeting pursuant to Rule 14.44 of the Listing Rules.


L.K. Tech is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited. L.K. Tech Group is principally engaged in the design, manufacture and sales of hot chamber and cold chamber die-casting machines, plastic injection moulding machines, computerised numerical controlled machining centres and related accessories. L.K. Tech Group is also engaged in steel casting.

Chungs Lawyers (in association with DeHeng Law Offices) advised the Issuer as to English and Hong Kong law and acted as listing agent on the issuance of US$270,000,000 4.50% Bonds due 2024 by Ji’An Chengtou Holding Group Co., Ltd.(the “Issuer”), a local government financing vehicle which is listed on the Hong Kong Stock Exchange on 15 March 2021.(stock code: 40611).

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