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Company News
| 21 September 2011 - Disposal of subsidiaries |
| On 21 September 2011, Loyal Fine Limited (the "Loyal Fine"), a wholly-owned subsidiary of the Company and the Purchaser entered into a
share purchase agreement, pursuant to which Loyal Fine has conditionally agreed to sell and the Purchaser has conditionally agreed to acquire
the entire issued share capital of Crown Creation Limited, and its subsidiaries, businesses including e-ticketing system, motor vehicle
businesses and carbon fiber proejcts in PRC, at the Consideration of HK$100 million, subject to the terms and conditions of the share purchase
agreement. |
| 24 June 2011 - Voluntary update |
| On 24 June 2011, Excel Way, an indirect wholly-owned subsidiary of the Company, entered into the Restructuring Agreement with the Investor
and the Liquidators in relation to the Restructuring Proposal under which, among other things, the entire issued share capital of Excel Way will be
disposed to the Investor. |
| 25 May 2011 - Appointment of Chairman |
| Mr. Yeung Ming Kwong, an executive director and the acting chairman of the Company, has been appointed as Chairman of the Company. |
| 6 May 2011 - Acquisition of Hennabun Capital Group Limited (the "Hennabun") |
| On 6 May 2011, the Company and Hennabun entered into the subscription agreement pursuant to which Hennabun agreed to allot and issue
18,000,000 shares (the "Subscription Shares") representing approximately 5.04% of the existing issued share capital of Hennabun, or approximately
4.79% of the issued share capital of Hennabun as enlarged by the issue of the Subscription Shares.and the Company agreed to subscribe for (or
procure the subscription by its nominee(s) of) the Subscription Shares at a Subscription Price in aggregate of HK$108 million. |
| 27 April 2011 - Results of Rights Issue |
| On 28 April 2011, Rights Issue of the Company was completed. The Company's share capital increased from 406,082,523 shares to
3,654,742,707 shares. The Company received a net proceeds of approximately HK$393.90 million. |
| Year 2010 |
| 25 November 2010 - Capital Reorganization |
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On November 2010, the Company announced a capital reorganisation pursuant to which every 10 issued shares of par value of HK$0.10 each
will be consolidated into 1 consolidated share of par value of HK$1.00 each. The nominal value of all the issued consolidated shares would
be reduced from HK$1.00 each to HK$0.01 each by cancelling a sum of HK$0.99 from the paid-up capital on each issued share by way of a
reduction of capital. The number of issued share capital would be reduced from 4,060,825,000 to 406,082,500 ("Adjusted Share"). Subject
to the completion of the capital reorganisation, the Company carried out a rights issue in the proportion of eight rights shares for every
one Adjusted Share held at the Subscription Price of HK$0.125 per rights share.
The capital reorganization completed on 7 March 2011.
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| 8 November 2010 - The proposed listing of the associate on the Growth Enterprise Market of the Stock Exchange of Hong Kong Limited |
| On 8 November 2010, the Company was informed by one of its associated companies, which principally engaged in providing various
logistic activities in HK and the PRC, a company established in Hong Kong with limited liability ("the Associate") in relation to the
proposed listing of the Associate and its subsidiaries on the GEM of the Stock Exchange of Hong Kong Limited. |
| 17 August 2010 - Investment in a limited partnership |
| On 17 August 2010, the Company's indirect wholly-owned subsidiary, Pan Fortune Investments Limited entered into an investors'
subscription agreement to invest a total of US$10,000,000 into a co-investment vehicle, a limited partnership, established for the purpose of
acquiring control of the equity securities and loan receivables of an investee group which is a supplier of automotive components, supplying
both original equipment manufacturers and the aftermarket. |
| 29 July 2010 - Placing of 1,250,000,000 shares at a price of HK$0.1 per share for HK$121.55 million |
| On 29 July 2010, the Company issued 1,250,000,000 shares at a price of HK$0.10 per share under placing. The Company received a net
proceeds of approximately HK$121.55 million from the placement. |
| 4 June 2010 - Appointment of Executive Director |
| Mr. Lam Yick Sing ("Mr. Lam") has been appointed as the executive Director of the Company with effect from 4 June 2010. |
| 26 May 2010 - Disposal of Perfect Time Limited |
| On 26 May 2010, the Group disposed of its entire interest in Perfect Time to an independent third party at a considerationof
HK$85,000,000. A net gain on disposal of approximately HK$25,000,000 was recognised. |
| 19 May 2010 - Acquisition of Perfect Time Limited |
| On 19 May 2010, the Company issue 400,000,000 shares at a issue price on completion date of HK$0.15 per share to Willie International
Holdings Limited as a consideration to acquire a company which held 20-storey composite building located at Guangzhou City, the PRC. |
| 17 May 2010 - Resignation of Executive Director |
| Mr. Ting Wing Cheung, Sherman has resigned as executive director of the Company with effect from 17 May 2010 due to his own business
developments. |
| 4 May 2010 - Issue of subscription shares |
| On 4 May 2010, the Company issued 60,988,080 shares under issue mandate to Mr. Kwong Kai Sing, Benny, an individual investor at a price
of HK$0.22 per share with the net price of HK$0.218 per share. The closing price on 27 April 2010 is HK$0.227 per share being the date on which
the terms of the issue were fixed. The Company received a net proceeds of approximately HK$13.29 million from the subscription which was used
for general working capital of the Group. |
| 26 April 2010 - Acquisition of Forestry in Yunnan Province, the PRC |
| On 26 April 2010, the Company issue 330,000,000 shares at an issue price of HK$0.24 per share to Mascotte Holdings Limited as a
consideration to acquire a company which held forest interest located in Yunnan Province, the PRC. |
| 15 April 2010 - Conversion of shares |
| On 15 April 2010, the Company issued 32,448,376 shares to convertible bonds holder(s) for the conversion of HK$11 million convertible
bonds at a conversion price of HK$0.339 per share. |
| 14 April 2010 - Appointment of Provisional Liquidators to liquidate investment in an associate of the Company |
| The directors of Excel Way Investments Ltd. ("Excel Way"), an indirect wholly-owned subsidiary of the Company and holds an aggregate
of 42.86% in Tinhua Excel Way Special Fiber (Xintai) Co. Ltd. ("PRC JV"), resolved to place Excel Way into Voluntary Liquidation pursuant to
Section 228A of the Companies Ordinance of Hong Kong. Mr. Fok Hei Yu and Mr. Roderick John Sutton, both of Ferrier Hodgson Limited, were
appointed provisional liquidators of Excel Way on the same day to preserve and ascertain the residual value of the Companyfs investment in an
associate company. |
| 26 March 2010 - Conversion of shares |
| On 26 March 2010, the Company issued 32,448,376 shares to convertible bonds holder(s) for the conversion of HK$11 million convertible
bonds at a conversion price of HK$0.339 per share. |
| 19 March 2010 - Conversion of shares |
| On 19 March 2010, the Company issued 32,448,376 shares to convertible bonds holder(s) for the conversion of a HK$11 million convertible
bonds at a conversion price of HK$0.339 per share. |
| 16 March 2010 - Conversion of shares |
| On 16 March 2010, the Company issued 16,224,188 shares to convertible bonds holder(s) for the conversion of HK$5.5 million convertible
bonds at a conversion price of HK$0.339 per share. |
| 17 February 2010 - Results of Rights Issue |
| Rights Issue of the Company completed on 17 February 2010. The Company issued 1,098,461,165 shares for the Rights issue and a net proceeds
of HK$299.88 million was received by the Company. |
| 11 February 2010 - Conversion of shares |
| On 11 February 2010, the Company issued 324,483,760 shares to convertible bonds holder(s) for the conversion of HK$ 110 million convertible
bonds at a conversion price of HK$0.339 per share. |
| 26 January 2010 - Grant of Share Options |
| On 26 January 2010, 43,938,446 share options were granted to qualified participants under the share option scheme at an exercise price of
HK$0.32 per ordinary share of HK$0.10 each. The share options were fully exercised on 26 January 2010. The Company received proceeds of approximately
HK$14.06 million. |
| Year 2009 |
| 29 December 2009 - Change in directorship and committee members |
| On 29 December 2009, the Company announced that Ms. Swartz Kristi Lynn ("Ms. Swartz") has resigned as Independent Non-executive Director,
member of the audit committee and the remuneration committee of the Company with effect from 29 December 2009 due to her professional obligations. |
| 28 December 2009 - Change in directorship and committee members |
| On 28 December 2009, the Company announced that Mr. Pak William Eui Won ("Mr. Pak") has been appointed as the Independent Non-executive
Director of the Company, the member of the audit committee and remuneration committee of the Company. |
| 17 December 2009 - Placing of Convertible Bonds |
| On 17 December 2009, the Company successfully placed HK$110 million the First convertible bonds with options to subscribe for further
HK$110 optional convertible bonds. A total of HK$110 million convertible bonds had been converted on 11 February 2010 at an adjusted conversion
price of HK$0.339 per share. The Company issued 324,483,760 shares regarding the conversion. |
| 5 November 2009 - Removal of Director |
| The Company announces the removal of Mr. Zhou Qi Jin as director of the Company by written notice with effect from 20 November 2009. |
| 17 September 2009 - Proposed placing of convertible Bonds |
| On 17 September 2009, the Company entered into a placing agreement with a placing agent, pursuant to which the Company has agreed
to appoint the placing agent to procure, during the placing period on a best endeavours basis, independents subscribers to subscribe, in cash
at 100% of the principal amount, for the First Convertible Bonds in a principal amount of HK$150 million. The initial conversion price of the
Convertible Bonds is HK$0.11 per Conversion Share. |
| 14 September 2009 - Grant of Share Options |
| On 14 September 2009, 168,990,000 shares were granted to qualified participants under the share option scheme at an exercise price
of HK$0.133 per ordinary share of HK$0.1 each. The share options were fully exercised on 14 September 2009. The Company received proceeds of
approximately HK$22.47 million. |
| 3 September 2009 - Change in directorship and committee members |
| On 3 September 2009, the Company announced that Mr. Kwong Wai Tim, William ("Mr. Kwong") has resigned as Independent Non-executive
Director, member of the audit committee and the remuneration committee of the Company with effect from 3 September 2009 due to his busy
personal schedule. Ms. Kristi Swartz Lynn, an Independent Non-executive Director of the Company, has been appointed as a member of the audit
committee and remuneration committee of the Company with effect from 3 September 2009. |
| 20 August 2009 - Placing of 337,988,721 shares at the placing price of HK$0.11 per share for HK$36.16 million |
| On 20 August 2009, the Company through a placing agent to place 337,988,721 shares to independent investors at the placing price
of HK$0.11 per share. The placing was completed on 9 September 2009. The Company received a net proceed of approximately HK$36.16 million
from the subscription which was used for general working capital of the group. |
| 12 August 2009 - Capital Reorganization |
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On 12 August 2009, the Company announced to have a capital reorganization, the nominal value of the issued shares of the Company
be reduced from HK$0.10 each to HK$0.02 each by cancelling a sum of HK$0.08 from the paid-up capital on each issued share of the
Company by way of a reduction of capital and every five issued reduced shares of the Company of HK$0.02 each be consolidated into
one adjusted issued share of the Company of HK$0.10 each. Subject to the completion of the capital reorganization, the Company
carried out a Rights Issue of five rights shares for every two adjusted shares at subscription price of HK$0.28 per rights share.
The capital reorganization completed on 23 December 2009.
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| 18 June 2009 - Placing of 227,270,000 shares at the placing price of HK$0.25 per share for HK$55.34 million |
| On 18 June 2009, the Company through a placing agent to place 227,270,000 shares to independent investors at the placing
price of HK$0.25 per share. The placing was completed on 25 June 2009. The Company received a net proceed of approximately HK$55.34
million from the subscription which was used for general working capital of the Group. |
| 7 April 2009 - Completion of the investment and increase holding in Carbon Fiber Industry in the PRC |
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On 7 April 2009, the company announced that the company through its indirect wholly-owned subsidiary, Ready Capital Ltd, completed its
subscription in Excel Way at a reduced consideration of US$7.5 Million instead of at the original consideration of US$11 million and the
effective interest in Tinhua remaining unchanged at 21.86%
On the same day, the company further announced that the company indirect wholly-owned subsidiary, Harvest Peace Limited ("Harvest Peace")
entered into a Sales & Purchase Agreement with Mr. Yeung Ming Kwong, Acting Chairman and Executive Director of the Company, & Mr. Zhang Hua
("Vendor") pursuant to which the Vendor agreed to sell and Harvest Peace agreed to purchase the entire issued share capital of Shinning Global
Worldwide Ltd ("Shinning Global"). The acquisition consideration is HK$100 million and is to be satisfied by the issue of a HK$100million
Convertible Note by the Company to Mr. Yeung Ming Kwong . After the acquisition, the Company will indirectly wholly own Excel Way, which in
turn holds 42.86% of the registered capital of Tinhua.
At the EGM of the Company held on 15 May 2009, independent shareholders approved the Group to enter into the Sales & Purchase Agreement and
issue of the HK$100 million Convertible Note for the acquisition.
On 18 May 2009, the acquisition completed by the Group and the company issues a HK$100 million convertible note to Mr. Yeung Ming Kwong to
satisfy the acquisition consideration.
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| Year 2008 |
| 26 August 2008 - Invest in Carbon Fiber Industry in the PRC |
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On 26 August 2008, the Company announced that the company thought an indirect wholly-owned subsidiary, Ready Capital Ltd, entered into a
subscription agreement with Excel Way Investments Ltd ("Excel Way") ., amongst other things, to subscribe for 51% of the enlarged issued share
capital of Excel Way at an aggregate consideration of US$11 Million.
At the EGM of the Company held on 15 October 2008, independent shareholders approved the Group to enter into the subscription agreement with
Excel Way. Upon completion of the subscription agreement, the Company will hold an effective interest of 21.86% in Tinhua Excel Way Special Fiber
(Xintai) Company Limited ("Tinhua"). Tinhua is a manufacturer of carbon fiber in the PRC.
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| 26 August 2008 - Capital Reorganization |
| On 26 August 2008, the Company proposed that the nominal value of the issue share capital be reduced from HK$0.10 each to HK$0.025 by
canceling HK$0.075 paid up capital on each share by way of capital reduction and every four issued reduced shares of HK$0.025 be consolidated
into one consolidated share of HK$0.10. The capital reorganization was approved by shareholders at the EGM of the Company held on 15 October 2008
and approved by the Grand Court of Cayman Islands on 21 November 2008. |
| 2nd July 2008 - Placing of new shares completed |
| The Company successfully placed 624,238,000 shares at HK$0.142 on 2 July 2008. |
| 31 March 2008 - Termination of Scania Business |
| The Scania distributorship was formally terminated on 31 March 2008. The Group discontinued all related business regarding the Scania
distributorship since 1 April 2008. |
| 27 February 2008 - Resignation of chairman and executive director |
| On 27 February 2008, the company announced that Ms. Yau Shum Tek, Cindy (¡§Ms. Yau¡¨) has resigned as chairman and executive director due
to health reason. During the transitional period, Mr. Yeung Ming Kwong was appointed as acting chairman until new Chairman was appointed. |
| 18 February 2008 - Termination of Distributorship |
| On 18 February 2008, The Board of Directors announces that the Company and its subsidiaries entered into two Asset Sale Agreements and one
Memorandum of Understanding on 15 February 2008 (collectively ¡§Agreements¡¨) in relation to the disposal of certain assets in the approximately
amount of HK$16.3 million and a subsidiary in PRC in the approximately amount of HK$2.2 million to a subsidiary of Scania. On completion of the
Agreements, the distribution agreements as mentioned in the Company¡¦s announcements dated 18 October 2007 and 15 October 2007 will be treated as
expiry rather than original expiry from 26 October 2008. |
| 29 January 2008 - Result of Rights Issue |
| The Rights Issue has completed and approximately 33.39% oversubscribed. Dealings in fully-paid Rights Shares on the Stock Exchange are
expected to commence on Thursday, 31 January 2008. |
| Year 2007 |
| 4 December 2007 - Rights Issue on the basis of one Rights Share for every two existing shares |
| On 4 December 2007, the company announces to propose to raise not less than approximately HK$172 million after expenses by way of the Rights
Issue of 892,906,512 Rights Shares to the qualifying shareholders at a price of HK$0.2 per Rights Share on the basis of one Rights Share for every
two existing shares held on the 3 January 2008. |
| 18 October 2007 - Acquire 50% interest of a Tianjin Automobile Business & Notification of Termination of Distributorship |
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Acquisition of 50% interest of a Tianjin Automobile Business On 11 October 2007, The Company through an indirect wholly-owned subsidiary entered
into a Sale and Purchase Agreement to purchase the entire issued share capital of Leapfly Limited. Subject to the completion, Leapfly ultimately
holds 50% equity interest in Tianjin Kai Sheng Automobile Service Co., Ltd. Tianjin Kai Sheng is a automobile service group which operates an
automobile repair and sales center in Tianjin providing repair and after-sale services under the authorization of General Motor Asia, Inc. and
Zhong Ji Subaru (Beijing) Vehichles Sales Co., Ltd. which is a sale agent of Subaru; and operates a 4-S (including sales and after-sales services)
shop for automobiles in the brand name of Zhengzhou Nissan under the authorization granted by Zhengzhou Nissan Automobile Sales Company Limited. Apart
from the above, Tianjin Kai Sheng also provides repairing services for imported automobiles under the brand names of Benz, BMW, Toyota, Honda, Ford,
Chrysler, etc.
Notification of Termination of Distributorship.
The Company has received a letter dated 1 October 2007 from Scania stating that the distributor agreements for Hong Kong region and Macau region
will expire and cease to apply after 26 October 2008.
The Company considered that the termination of the above distributor agreements in not expected to have any material adverse financial impact to
the Group as it is a loss making business.
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| 13 September 2007 - Invest in a logistic group |
On 13 September 2007 , an indirect wholly-owned subsidiary , Smart Oriental Limited , of the Company invested 40% of the enlarged issued share
capital of Golden Fame International Investment Group Limited (the "GFIIGL"). The GFIIGL is a logistic group of companies which provides logistic services
in Hong Kong and PRC.
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| 21 August 2007 - Invest in development of e-ticketing system in PRC |
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On 21 August 2007, Great Journey Limited, an indirect wholly-owned subsidiary of the Company, entered into a sale and purchase agreement to purchase
the entire issued share capital of Natural Harvest Investments Limited. Natural Harvest Investments Limited effectively holds 49% equity interest in a PRC Joint
Venture (China Railway Information and Technology Limited). China Railway Information and Technology Limited will focus on the development, management and
operation of an e-ticketing system for railway passengers and related railway freight cargo services in the PRC by utilizing the China Railway. Web Portal in
the near future. The purchase will be completed on 7 September 2007.

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| 3 August 2007 - Purchase of properties |
With the anticipated need of office spaces of the PRC enterprise that may become the Company's partner to develop and operate the mass transit ticketing
project as well as other railway transportation and logistics related business. On 3 August 2007, Hostbest Limited, an indirect wholly-owned subsidiary of
the Company entered into two sale & purchase agreements with vendor to acquire 22/F.This purchase was completed on 27 August 2007. |
| 1 August 2007 - Acquisition of automobile business in Tianjin and cancellation |
| With the intention of the Group to widen its business in the PRC and further develop its automobile business. On 26 July 2007, Crown Creation Limited,
an indirect wholly-owned subsidiary of the Company, entered into a sale and purchase agreement to purchase entire issue share capital of Leapfly Limited at a
consideration of HK$39 million. Leapfly Limited is an investment holding company which holds an option to purchase 50% equity interest in registered capital
of Tianjin Kai Sheng Automobile Service Co. Ltd and its scope of business includes provision of repair services for automobile and sales and distribution of
Nissan motor vehicles. The option is exercisable at any time during a period of 2 years commencing on 1 September 2008 until 1 August 2010. However, the Stock
Exchange of Hong Kong Limited considered that the Company's classification as a discloseable transaction with no shareholders' approval required and such
classification is not in compliance with the Rule 14.75 of the Listing Rules. The Company therefore with the vendor's agreement cancelled the sales and purchase
agreement by signing a cancellation agreement on 1 August 2007. The vendor fully refunded the deposit to the Group upon signing the cancellation agreement.
Nevertheless, the Company may re-consider this proposed acquisition again in the future as and when the Company considers appropriate. |
| 9 July 2007 - Placing of HK$750 million convertible notes |
| On 9 July 2007, the Company entered in to placing agreements through a placing agent to place, on underwritten basis, HK$150 million and on best effort
basis to place HK$600 million convertible notes. The convertible notes mature dated on 3 December 2010 and at a conversion price of HK$0.5 per share. These
placings were approved by an Extraordinary General Meeting of the Company held on 6 August 2007, the Company issued HK$150 million and HK$600 million convertible
notes on 10 August 2007 and 16 August 2007 respectively of which HK$150 million had been converted into the Company's shares on 10 August 2007. |
| 3 July 2007 - Placing of 229,856,000 share for HK$85 million |
| On 3 July 2007, the Company entered into a placing agreement on a fully underwritten basis, through a placing agent, to place 229,856,000 shares to
independent investors at placing price of HK$0.38 per share, the 229,856,000 new shares were issued by the Company under the issue mandate. The subscription was
completed on 12 July 2007. The Company received net proceed from the subscription of approximately HK$85 million and would be used for general working capital
and/or development of mass transit transportation, logistics and related business investments. |
| 29 June 2007 - Change of compay's name and increase authorized share capital to HK$1,000 million |
| At an Extraordinary General Meeting of the shareholders of the Company held on 29 June 2007, shareholders, by special resolution, approved the change of
the English company name from "Forefront International Holdings Limited" to "Forefront Group Limited" and adopt "ºÖ¤è¶°¹Î¦³¤½¥q" as its new Chinese name for
identification purpose in order to align the Company's objective to further develop its motor vehicle business and reflect the management's genuine wish to enhance
the fruitful results for the benefit of the shareholders. At the same meeting, the shareholders of the Company also approved the increase in the authorized share
capital of the Company from HK$130,000,000 divided into 1,300,000,000 share to HK$1,000,000,000 shares by the creation of additional 8,700,000,000 unissued share
of HK$0.1 each. The increase is to accommodate future expansion and growth of the Group. |
| 23 May 2007 - Placing of 191,548,000 shares for HK$48.4 million |
| On 23 May 2007, by top-up placing, the Company through a placing agent to place 191,548,000 shares to independent investors at the placing price of HK$0.26
per share, the placing completed on 4 June 2007, the Company received a net proceeds of approximately HK$48.4 million from the subscription which were intended to be
used for working capital and settlement of remaining balance of investment costs to complete the incorporation of a subsidiary in Shenzhen. |
| 18 April 2007 - Complete subscription of 488,447,736 shares for 98.5 million |
| On 7 December 2006 the Company entered into a subscription agreement with Wealth Style Limited under which the Company agreed to allot and issue not less
than 51% and not more than 53.22% of the enlarged issue share capital of the Company, at a price per share of between HK$0.213 andHK$0.2293, thereby raising between
HK$100 million and HK$104 million. The subscription was completed on 18 April 2007 and 488,447,736 shares were issued at HK$0.213 per share. The Company received net
proceeds of approximately HK$98.5 million from the subscription for the Group's general working capital, to development of service centers and exhibition halls in PRC
and possible development of an auto-leasing business in the PRC. |
| 18 April 2007 - Resumption of trading in the Stock Exchange of Hong Kong Limited |
| The Company resumed the trading of its shares in the Stock Exchange of Hong Kong Limited on 18 April 2007 since the suspension of its trading from 14 May 2004. |
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