Asiaone 1-42
Asiaone 1-42
Asiaone 1-42
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GENERAL AND STATUTORY INFORMATION<br />
(b) Subscription Agreement dated 21 February 2000 between our Company and Asianbourses.com<br />
relating to the purchase by our Company of a 20% stake in Asianbourses.com;<br />
(c) Joint Venture Agreement dated 29 February 2000 between our Company and Reckon relating<br />
to the establishment of a joint venture company for the primary purpose of developing and<br />
setting up an online financial business portal;<br />
(d) Shareholders Agreement dated 2 March 2000 between our Company, Yeong Wai Cheong,<br />
Chin Phick Fui, Donald W B Drapeau, Anthony Sneed and AsianBourses.com to regulate<br />
our relationship as shareholders of Asianbourses.com;<br />
(e) Joint Venture Agreement dated 22 March 2000 between our Company and Fantastic relating<br />
to the establishment of a joint venture company to engage in media aggregation for data<br />
broadcasting and the delivery and distribution of digital content through data broadcasting;<br />
(f) Management and Underwriting Agreement referred to in the “Management, Underwriting<br />
and Placement Arrangements” section of this Prospectus;<br />
(g) Placement Agreement referred to in the “Management, Underwriting and Placement<br />
Arrangements” section of this Prospectus;<br />
(h) Receiving Bank Agreement referred to in the “Miscellaneous” section of this Prospectus;<br />
and<br />
(i) Depository Agreement dated 22 May 2000 between our Company and CDP pursuant to<br />
which CDP agreed to act as depository for our Company.<br />
LITIGATION<br />
24. Neither our Company nor its subsidiary is engaged in any legal or arbitration proceedings as<br />
plaintiff or defendant in respect of any claims or amounts which are material in the context of<br />
this Invitation and the Directors have no knowledge of any legal or arbitration proceedings<br />
pending or threatened against our Company or its subsidiary or of any facts likely to give rise<br />
to any legal or arbitration proceedings which might materially affect the financial position or<br />
business of our Company or its subsidiary.<br />
MANAGEMENT, UNDERWRITING AND PLACEMENT ARRANGEMENTS<br />
25. (a) Pursuant to the management and underwriting agreement dated 22 May 2000 (the<br />
“Management and Underwriting Agreement”) made between our Company and Citicorp,<br />
our Company appointed Citicorp as the Manager to manage the Invitation and to underwrite<br />
the New Shares. Citicorp will receive a management fee from our Company for its services<br />
as the Manager of the Invitation. Citicorp has agreed to underwrite the New Shares for a<br />
commission of 1.25% of the Offering Price for each New Share. Such commission will be<br />
payable by our Company.<br />
(b) Pursuant to the placement agreement dated 22 May 2000 (the “Placement Agreement”)<br />
made between our Company, Citicorp (as Placement Agent) and ING Barings (as Joint<br />
Placement Agent), Citicorp and ING Barings have agreed to subscribe for or procure<br />
subscriptions for the Placement Shares for a placement commission of 1% of the Offering<br />
Price for each New Share. Such commission will be payable by our Company.<br />
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