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Form Serial Number: |
CS20190219E00226 |
| 1.
Date of relevant event: |
14/02/2019
(dd/mm/yyyy)
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| 2.
Date when the substantial shareholder becomes aware of the relevant event / interest in the shares (if later): |
(dd/mm/yyyy)
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| 3.
Stock code: |
08130 |
| 4.
Name of listed corporation: |
Zhi Cheng Holdings Ltd. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
3,564,945,946 |
| 7.
Name of substantial shareholder: |
China Smartpay Group Holdings Limited |
| 8.
Registered office: |
Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands |
| 9.
Principal place of business in Hong Kong: |
Room 3101, 31/F., Hong Kong Plaza, 188 Connaught Road West, Hong Kong |
| 15.
Exchange on which listed: |
GEM of The Stock Exchange of Hong Kong Limited |
| 16.
Name of listed parent and exchange on which parent is listed: |
N/A |
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| 17.
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 |
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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Nature of consideration
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Long position |
| 1201 | The percentage level of your interest in the shares has reduced because:
you completed a sale of the shares |
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| 2201 | Interest of corporation controlled by you |
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508,000,000 |
HKD |
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0.1780 |
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| Short position |
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| 18.
Total shares immediately before the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 508,000,000 | 14.25 |
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| 19.
Total shares immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 0 | 0.00 |
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| 20.
Capacity in which interests disclosed in Box 19 are held: |
| Capacity code | Number of shares |
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| 21.
Further information in respect of derivative interests: |
| Derivatives code | Number of shares |
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| 22.
Further information in relation to interests of corporations controlled by substantial shareholder: |
| Name of controlled corporation | Address and place of incorporation | Name of controlling person | % control | Direct interest (Y/N) | Number of shares |
| Vast Mega Limited | Wickhams Cay 1, Road Town, Tortola, British Virgin Islands (British Virgin Islands) | China Smartpay Group Holdings Limited | 100.00 | N | |
| Joy Grand Investment Limited | Room 3101, 31/F, Hong Kong Plaza, 188 Connaught Road West, Hong Kong (Hong Kong) | Vast Mega Limited | 100.00 | Y | |
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| 23.
Further information in relation to interests held by substantial shareholder jointly with another person: |
| Name of joint shareholder | Address | Number of shares |
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| 24.
Further information from a trustee, a beneficiary of a trust, or a person who set up a discretionary trust: |
| Names of trust | Address | Status code | Number of shares |
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| 25.
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 substantial shareholder is interested under sections 317 and 318 | |
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| 26.
Details of person(s) in accordance with whose directions the substantial shareholder or its directors are accustomed to act: |
| Names | Address | Relationship Code | Percentage (%) |
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| 27.
Supplementary information: |
Pursuant to the sale and purchase agreement dated 14 February 2019, 508,000,000 shares of Zhi Cheng Holdings Limited was disposed by a wholly-owned subsidiary of China Smartpay Group Holdings Limited ("China Smartpay") (known as Joy Grand Investment Limited) to Dadi International Holdings Co., Ltd. (the "Disposal"). Completion of the Disposal took place on 19 February 2019. For details, please refer to the announcements of China Smartpay dated 14 February 2019 and 19 February 2019, respectively.
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| 28.
Log/Serial Number of the previous form: |
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| 29.
Number of concert party document(s) under section 317 attached/uploaded: |
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Date of filing this Form 2: |
19/02/2019
(dd/mm/yyyy)
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