1972-HKRS28-16-20_Part05 — Page 19

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Short particulars of any transaction relating to any such property which was completed within the two preceding years and in which any vendor to the company or any person who is, or was at the time thereof, a promoter, director or proposed director of the company had any interest direct or indirect.

Amorint (if any) paid or payable as com- mission for subscribing or agreeing la subscribe or procuring or agreeing to procure subscriptions for any shares or debentures in the company; or

Rate of the commission

The number of shares, if any, which persons have agreed for a commission to subscribe absolutely.

Estimated amount of preliminary expenses.

By whom those expenses have been paid

or are payable.

Amount paid or intended to be paid to

any promoter.

Consideration for the payment

Any other benefit given or intended to be

given to any promoter.

Consideration for giving of benefit. Dates of, parties to and general nature of every material contract (other than con- tracts culeted into in the ordinary course of the business intended to be carried on by the company or entered into more than two years before the delivery of this stalement).

Time and place at which the contracts or copies thereof may be inspected or (1) in the case of a contract not reduced into writing, a memorandum giving full parti- culars thereof, and (2) in the case of a contact wholly or partly in a foreign language, a copy of a translation thereof in English or embodying a translation in English of the parts in a foreign language, as the case may be, being a translation certified in the prescribed manner to be a correct translation.

Names and addresses of the auditors of

the company (if any),

Full particulars of the nature and cxient of the interest of every director in the promotion of or in the property proposed to be acquired by the company, or where

Amount paid Amount payable.

Rate per cent.

Name of promoter. Amount $ Consideration- Name of promoter- Naturo and value of

benefit- Consideration-

the interest of such a director consists in being a partner in a firm, the nature and extent of the interest of the firm, with a statement of all sums paid or agreed to be paid to him or to the firm in cash or shares, or otherwise, by any person either to induce him to become, or to qualify him as, a director, or otherwise for services rendered by him or by the firm in connexion with the promotion or formation of the company.

(Signatures of the persons above-named as directors ar proposed directors, or of their agents authorized in writing.)

Date:

PART II

REPORTS TO BE SET OUT

1. Where it is proposed to acquire a business, a report made by accountants (who shall be named in the statement) upon-

(a) the profits or losses of the business in respect of each of the five financial years immediately preceding the delivery of the state- ment to the Registrar; and

(b) the assets and liabilities of the business at the last date to which

the accounts of the business were made up.

2.

(1) Where it is proposed to acquire shares in a body carporate which by reason of the acquisition or anything to be done in cousequence thereof or in connexion therewith will become a subsidiary of the com- pany, a report made by accountants (who shall be named in the statement) with respect to the profits and losses and assets and liabilities of the other body corporate in accordance with sub-paragraph (2) or (3), as the case requires, indicating how the profits or losses of the other body corporate dealt with by the report would, in respect of the shares to be acquired, have concerned members of the company, and what allowance would have fallen to be made, in relation to assets and liabilites so dealt with, for holders of other shares, if the company had at all material times held the shares to be acquired.

(2) If the other body corporate has no subsidiaries, the report referred to in sub-paragraph (1) shall-

(a) so far as regards profts and losses, deal with the profits or lossca of the body corporate in respect of each of the five financial years immediately preceding the delivery of the statement to the Registrar, and

(b) so far as regards assets and liabilities, deal with the assets and liabilities of the body corporate at the last date to which the Recounts of the body corporate were made up.