Memorandum and Articles - Sino

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-u (b) the approval in paragraph (a) above shall authorise the Directors of the Company during the Relevant Period to make or grant offers, agreements and options which might require the exercise of such power after the end of the Relevani period; (c) the aggregate nominal amount of sha¡e capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option oiotherwise) and issued by the Directors of the Company pursuant to the app.ouai given in purugruph (a) above, otherwise than pursuant to an issue of shares under any option schlme or similar arrangement for the time. being adopted for the grant or issue to employees of the Company and/or any of its subsidiaries of shares or rights to acquire shares of the Company, shall not exceed 2O per cent. of the aggregate nominal amount of the share capital of the Company in issue at the date of this Resolution and the said approval shall be limited accordingly; and (d) for the purPoses of this Resolution, "Relevant Period" means the period from the passing of this Resolution until whichever is the earlier of:_ (i) the conclusion of the next annual general meeting of the company; (ii) the expiration of the period within which the nexr annual general meeting of the Company is required by the Articles of Association of the Company or any applicable law to be held; and (iii) the revocation or variation of the authority given under this Resolution by an ordinary resolution of the shareholders in general meeting.,' 4. of the Company to issue and dispose No. 3 set out in the notice convening ion thereto of an amount representing of the Company repurchased by the t to Ordinary Resolution No. 2 set out in the notice convening this meeting, provided that such amounf shall not exceed l0 per cent. of the a-ggregate nominal amount of the issued share capital of the Company at the date of this Resolution." (Sd.) Yu Pun Hoi Yu Pun Hoi Chairman of the Meeting
Company No.: 2543 COMPANIES ORDINANCE (CHAPTER 32) ORDINARY RESOLUTION OF SOUTH SEA DEVELOPMENT COMPANY LIMITED *** t
Page 1 and 2:
)í-)i
Page 3 and 4:
No. 2543 æ,íÈ, [coPY] COMPANIES
Page 5 and 6:
No. 2543 [coPY] CERTIFICATE OF INCO
Page 7 and 8:
No. 2543 lk1È. COMPANIES ORDINANCE
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dated 22March2005 whereby it was or
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MP 59712005 IN TI{E HIGI{ COURT OF
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pursuant to Article 87 who may only
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"subject to the rules prescribed by
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eneficially interested in shares of
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money nor shall his title to the sh
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(c) no South Sea Shares shall be di
Page 23 and 24: Company No: 2543 THE COMPAT\IES ORD
Page 25 and 26: fR COMPANIES ORDINANCE (GHAPTER 32)
Page 27 and 28: Concepts Holdings Limited ("LCH") a
Page 29 and 30: (b) the aggregate nominal amount of
Page 31 and 32: notice of the presentation of the s
Page 33 and 34: Preston Gates & Ellis, Solicitors f
Page 35 and 36: Compary No: 2543 THE COMPANIES ORDI
Page 37 and 38: -II (ii) the expiration of the peri
Page 39 and 40: Company No.: 2543 THE COMPANIES ORD
Page 47 and 48: -m 6 "THAT:- (a) subject to paragra
Page 49 and 50: -II of which CIM Agreement.has.been
Page 51 and 52: COMPANY NO.: 2543 TIIE COMPANIES OR
Page 53 and 54: -II t "THAT:- (iii) the date on whi
Page 55 and 56: COMPANY NO.: 2543 THE COMPANIES ORD
Page 57 and 58: -il- As Ordinary Resolutions 2. "TH
Page 59 and 60: COMPANY NO.: 2543 THE COMPANIES ORD
Page 61 and 62: -III ? "THAT, subject to the passin
Page 63 and 64: -II- B' THAT the Articles of Associ
Page 65 and 66: Company No.: 2543 CoMPANTES ORDTNAN
Page 67 and 68: -maforesaid for any purpose for whi
Page 69 and 70: -II conditions set out in the Instr
Page 71 and 72: -iv the aggregate nominal amount of
Page 73: IIissued by The stock Exchange of H
Page 77 and 78: SPECIAL RESOLUTION OF SOUTH SEA TEX
Page 79 and 80: (a) -IIthe giving of any security o
Page 81 and 82: SOUTH SEA TEXTILE MANUFACTURING COM
Page 83 and 84: SOUTH SEA TEXTILE MANUFACTURING COM
Page 85 and 86: -II- B. By deleting sub-clause (s)
Page 87 and 88: *(b) (i) To carry on the business o
Page 89 and 90: of fire, life and marine insurance
Page 91 and 92: TIIE C OMPANIES ORDINAI\CE Company
Page 93 and 94: 13. Save as herein otherwise provid
Page 95 and 96: *?2.'- - Any member whose shares ha
Page 97 and 98: up by any person, and the Directors
Page 99 and 100: the meeting, if convened upon the r
Page 101 and 102: * 96. A director shall not be requi
Page 103 and 104: (F) If any question arises at any m
Page 105 and 106: elect a chairman of their meetings,
Page 107 and 108: divisible among the members in prop
Page 109 and 110: 146. Every such account and balance
Page 111 and 112: excluded altogether or in part; but
Page 113 and 114: SCHEDTILE "A" ABOVE REFERRED TO SIN
Page 115: Names, Add¡esses and Descriptions
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Memorandum and Articles - Sino

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