Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

GOLDIN FINANCIAL HOLDINGS LIMITED

高 銀 金 融( 集 團 )有 限 公 司 *

(Incorporated in Bermuda with limited liability)

(Stock Code: 530)

INSIDE INFORMATION ANNOUNCEMENT

This announcement is made by the board (the ''Board'') of directors (the ''Directors'') of Goldin Financial Holdings Limited (the ''Company'', together with its subsidiaries, the ''Group'') pursuant to the Inside Information provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the ''SFO'') and Rule 13.09 of the Rules Governing the Listing of Securities (the ''Listing Rules'') on The Stock Exchange of Hong Kong Limited (the ''Stock Exchange'').

Reference is made to the announcements of the Company dated 15 July 2020 and 28 July 2020 (the ''Previous Announcements''). Capitalised terms used in this announcement shall have the same meanings as defined in the Previous Announcements unless the context requires otherwise.

As disclosed in the Previous Announcements, on 24 July 2020, the Purported Receivers and the Purported New Directors procured Smart Edge to issue and file the Writ in the High Court against the Lawfully Appointed Directors by seeking an order with, inter alios, the following reliefs:

  1. to compel the Lawfully Appointed Directors to (i) deliver all of Smart Edge's books and records in their possession to the address of Smart Edge, (ii) grant access to each of Smart Edge's business premises to the Purported New Directors, (iii) instruct each of Smart Edge's property manager, auditors, tenants of the Office Property, and banks at which Smart Edge maintains accounts, to comply with and accept instructions from Smart Edge and the Purported New Directors and to ignore contrary instructions or communications from the Lawfully Appointed Directors, and (iv) write to the Registrar of Companies to withdraw opposition to the registration of certain Impugned Forms affecting Smart Edge;

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  1. to restrain the Lawfully Appointed Directors from interfering with Smart Edge's relationships with the property manager of the Office Property, the tenants of the Office Property, Smart Edge's auditors and its banks;
  2. to restrain the Lawfully Appointed Directors from holding themselves out as directors, officers or representatives of Smart Edge; and
  3. damages.

On 27 July 2020, the Purported Receivers and the Purported New Directors procured Smart Edge to take out the Summons seeking an order in substantially the same terms as per (A) to (C) above as set out in the Writ. The first hearing of the Summons was heard on 31 July 2020 (the ''31 July Hearing'').

At 31 July Hearing, the Court was asked to make an immediate interim order against the Lawfully Appointed Directors as per the terms as set out in the Summons (the ''Application'').

The Purported Receivers and the Purported New Directors alleged, inter alia, that the Purported Receivers and the Purported New Directors were duly appointed. The Lawfully Appointed Directors resisted the Application and maintained, inter alia, that there was dispute over the purported board replacement in Smart Edge and the Purported Receivership. Having heard submissions from both parties, the Court dismissed the Application.

The Court gave further directions in relation to the set of the Legal Proceedings commenced by the Lawfully Appointed Directors against inter alios the Purported Receivers and the Purported New Directors, which will be heard together with the Summons on a date to be fixed.

The Company will issue further announcement(s) to provide updates on the above matters as and when required pursuant to the SFO and the Listing Rules.

Shareholders of and potential investors in the Company should exercise caution when dealing in the securities of the Company.

By the order of the Board

Goldin Financial Holdings Limited

高銀金融(集團)有限公司*

Hui Wai Man, Shirley

Executive Director

Hong Kong, 2 August 2020

As at the date of this announcement, the Board comprises Mr. Pan Sutong, JP (Chairman), Mr. Zhou Xiaojun, Mr. Huang Rui and Ms. Hui Wai Man, Shirley as the executive Directors; Mr. Ma Lai Chee, Gerald (Vice Chairman) as the non-executive Director; and Hon. Shek Lai Him Abraham (GBS, JP), Mr. Wong Wai Leung Joseph, Mr. Tang Yiu Wing and Ms. Gao Min as the independent non-executive Directors respectively.

  • for identification purposes only

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Goldin Financial Holdings Limited published this content on 02 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 August 2020 10:16:14 UTC