12 DEC. 90 17:04
LINKLATERS & PAINES 852 8107021
LINKLATERS & PAINES 9 P. 9
10. Where the offer is in cash, or includes an element of cash, the offer document must include confirmation by a financial adviser or by another appropriate independent party that resources are available to the offeror sufficient to satisfy full acceptance of the offer.
11.
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16.
The reasons for the proposed share repurchase.
The number of securities beneficially owned by:
(a) each director of the offeror;
(b) each shareholder of the offeror which holds 10%
or more of the voting rights of the offeror;
the percentage which such numbers represent of the offeror's outstanding share capital and the identity of each such person.
Where known after reasonable inquiry, the intentions of each of the persons referred to in item 12 as regards acceptance of the offer including the number of securities to be tendered to the offer by each such person and the percentage which such number represents of their entire holdings.
Assuming the offer is successful, the effect which the offer will have on the voting rights of the persons referred to in item 12.
The Takeovers Code implications of the proposed share repurchase and, if the repurchase could result in a change of control, as that term is defined in the Takeovers Code, the intentions of the potential controlling shareholder(s) as regards :
new
(a) the continuation of the business of the offeror
company;
(b) any major changes to be introduced to the offeror's business, including any redeployment of fixed assets; and
(c) the continued employment of the offeror's employees.
The offeror's intention, if any, to rely upon section 168 the Companies Ordinance (Cap. 32) or any comparable provision of applicable company law.
of
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