Asiaone 1-42

More documents

Recommendations

Info

APPENDIX A TERMS AND CONDITIONS AND PROCEDURES FOR APPLICATION Applications are invited for the subscription of the New Shares at the Offering Price subject to the terms and conditions set out herein. 1. Applications for the New Shares under the Internet Offer Tranche may only be made online via our “www.asiaone.com/IPO” IPO website linked to the IB websites of the Internet Banks and the Internet trading websites of the Internet Stockbrokers. Applications for the New Shares under the Public Offer Tranche may be made by way of printed Offer Shares Application Forms or through ATMs belonging to the Participating Banks. Applications for New Shares through any Internet IPO Website by investors who are not Qualifying Users shall be treated as applications under the Public Offer Tranche. Applications for Placement Shares may only be made by way of printed Placement Shares Application Forms, and applications for Reserved Shares may only be made by way of printed Reserved Shares Application Forms. Applicants may not use their CPF funds to apply for the New Shares. 2. In respect of the Internet Offer Tranche, individuals in Singapore from whom we have received valid registrations as users at our website “www.asiaone.com/registration” during the period commencing on 17 May 2000 and ending at 8.00 a.m. on 31 May 2000, will be notified by us via e-mail to apply for New Shares under the Internet Offer Tranche through our “www.asiaone.com/IPO” IPO website. Individuals whose registrations are received by us prior to or on 23 May 2000 will receive our e-mail notification on 23 May 2000. In respect of individuals whose registrations are received by us after 23 May 2000, to the extent possible, we will acknowledge receipt of such registration within one hour by way of return e-mail. Such individuals must (a) not be corporations, sole-proprietorships, partnerships, chops or any other business entities; (b) be over the age of 21 years; (c) not be undischarged bankrupts; (d) apply for the New Shares in Singapore; (e) not apply for New Shares under the Public Offer Tranche or the Placement Tranche; and (f) be customers who maintain IB accounts with the Internet Banks or Internet trading accounts with the Internet Stockbrokers. Each Qualifying User may only submit one application for New Shares under the Internet Offer Tranche. A person who subscribes for New Shares under the Internet Offer Tranche shall not make any separate application for New Shares under the Public Offer Tranche or the Placement Tranche. Such separate applications will be deemed to be multiple applications and shall be rejected. 3. Only one application may be made for the benefit of a person for New Shares under the Public Offer Tranche. A person submitting an application for New Shares in the Public Offer Tranche by way of a printed Offer Shares Application Form may not submit a separate application of New Shares by way of ATMs and vice versa. A person who subscribes for New Shares under the Public Offer Tranche shall not make any separate application for New Shares either through the Internet Offer Tranche or the Placement Tranche. Such separate applications shall be deemed to be multiple applications and shall be rejected. 155
APPENDIX A 4. A person who has agreed to subscribe for Reserved Shares shall not make or procure to be made any separate application for New Shares through the Placement Tranche. Such separate applications will be deemed to be multiple applications and shall be rejected. A person who has agreed to subscribe for Placement Shares or who otherwise subscribes for Placement Shares shall not make or procure to be made any separate application for New Shares either through the Internet Offer Tranche or the Public Offer Tranche. Such separate applications shall be deemed to be multiple applications and shall be rejected. Conversely, a person who has made an application for New Shares either through the Internet Offer Tranche, the Public Offer Tranche or the Reserved Tranche shall not make any separate application for Placement Shares. Such separate applications shall be deemed to be multiple applications and shall be rejected. 5. Joint or multiple applications will be rejected. Persons submitting or procuring submissions of multiple share applications (whether through the Internet Offer Tranche, the Public Offer Tranche or the Placement Tranche) may be deemed to have committed an offence under the Penal Code (Chapter 224) of Singapore and the Securities Industry Act (Chapter 289) of Singapore and such applications may be referred to the relevant authorities for investigation. Multiple applications or those appearing to be or suspected of being multiple applications will be liable to be rejected at our discretion. 6. Applications will not be accepted from any person under the age of 21 years, undischarged bankrupts, sole proprietorships, partnerships, chops or non-corporate bodies, joint Securities Account holders of CDP and applicants whose addresses (furnished in their printed Application Forms or, in the case of Electronic Applications, contained in the records of AsiaOne, and the relevant Participating Banks, Internet Banks or Internet Stockbrokers, as the case may be) bear post office box numbers. 7. The existence of a trust will not be recognised. Any application by a trustee or trustees must be made in his/her/their own name(s) and without qualification or, where the application is made by way of a printed Application Form, in the name(s) of an approved nominee company or nominee companies after complying with paragraph 8 below. 8. Nominee applications may be made by approved nominee companies only. Approved nominee companies are defined as banks, merchant banks, finance companies, insurance companies, licensed securities dealers in Singapore and nominee companies controlled by them. Applications made by persons acting as nominees other than approved nominee companies will be rejected. 9. For non-nominee applications, each applicant must maintain a Securities Account with CDP in his own name at the time of application. An applicant without an existing Securities Account with CDP in his own name at the time of application will have his application rejected (in the case of an application by way of an Application Form) or will not be able to complete his Electronic Application (in the case of an Electronic Application). An applicant with an existing Securities Account with CDP who fails to provide his Securities Account number or who provides an incorrect Securities Account number in Section B of the Application Form or in his Electronic Application, as the case may be, is liable to have his application rejected. An application may be rejected if the applicant’s particulars such as his name, NRIC or passport number, nationality and permanent residence status provided in his Application Form or, in the case of an Electronic Application, contained in the records of AsiaOne and the relevant Participating Banks, Internet Banks or Internet Stockbrokers (as the case may be) at the time of his Electronic Application, as the case may be, differ from those particulars in his Securities Account as maintained with CDP. If the applicant possesses more than one individual direct Securities Account with CDP, his application will be rejected. 156
Page 1 and 2:
PROSPECTUS DATED 23 MAY 2000 SPH AS
Page 3 and 4:
— Customers And Suppliers .......
Page 5 and 6:
CORPORATE INFORMATION Board of Dire
Page 7 and 8:
“FY” : Financial year ended or
Page 9 and 10:
“Reserved Tranche” : The offer
Page 11 and 12:
GLOSSARY OF TECHNICAL TERMS “onli
Page 13 and 14:
The Application List will open at 6
Page 15 and 16:
Allocation of New Shares under the
Page 17 and 18:
RESULTS OF APPLICATION AND DISTRIBU
Page 19 and 20:
SELLING RESTRICTIONS DETAILS OF OUR
Page 21 and 22:
Our present business model is based
Page 23 and 24:
THE INVITATION PROSPECTUS SUMMARY S
Page 25 and 26:
An investment in our Shares involve
Page 27 and 28:
We have a short operating history R
Page 29 and 30:
RISK FACTORS We depend on a reliabl
Page 31 and 32:
E-commerce operations RISK FACTORS
Page 33 and 34:
RISKS RELATING TO THE SHARES RISK F
Page 35 and 36:
USE OF PROCEEDS The net proceeds fr
Page 37 and 38:
SELECTED FINANCIAL DATA You should
Page 39 and 40:
ANALYSIS OF FINANCIAL CONDITION AND
Page 41 and 42:
Page 43 and 44:
Page 45 and 46:
GROUP STRUCTURE Our group structure
Page 47 and 48:
As at Authorised Share Capital 29 F
Page 49 and 50:
GENERAL INFORMATION ON OUR GROUP Ex
Page 51 and 52:
SHAREHOLDERS GENERAL INFORMATION ON
Page 53 and 54:
INDUSTRY OVERVIEW BUSINESS The info
Page 55 and 56:
BUSINESS The Singapore Information
Page 57 and 58:
BUSINESS We recognise annual subscr
Page 59 and 60:
Currently we do not engage in any b
Page 61 and 62:
As at 30 April 2000, there were app
Page 63 and 64:
Based on our internal records, we b
Page 65 and 66:
BUSINESS The categories of products
Page 67 and 68:
Auctions BUSINESS The Internet’s
Page 69 and 70:
BUSINESS Designed for both consumer
Page 71 and 72:
(ii) Button Ads BUSINESS Small adve
Page 73 and 74:
BUSINESS While the Internet has sti
Page 75 and 76:
Suppliers BUSINESS The suppliers wh
Page 77 and 78:
BUSINESS In addition to the content
Page 79 and 80:
BUSINESS We will be introducing new
Page 81 and 82:
(ii) Message Boards BUSINESS We wil
Page 83 and 84:
MARKETING AND BRANDING STRATEGY BUS
Page 85 and 86:
INTELLECTUAL PROPERTY Our sharehold
Page 87 and 88:
Equipment to support E-commerce Our
Page 89 and 90:
BOARD OF DIRECTORS DIRECTORS, SENIO
Page 91 and 92:
DIRECTORS, SENIOR MANAGEMENT AND ST
Page 93 and 94:
Yuan Zhou, aged 37, is the Vice Pre
Page 95 and 96:
Page 97 and 98:
Page 99 and 100:
Page 101 and 102:
Page 103 and 104:
Page 105 and 106: The Licence Agreement may be termin
Page 107 and 108: As at the date of this Prospectus,
Page 109 and 110: (viii) technical and research resou
Page 111 and 112: (ii) transactions in value equal to
Page 113 and 114: Entry into of forex, swap and optio
Page 115 and 116: • 312,500 preference shares of pa
Page 117 and 118: 23 May 2000 The Shareholders SPH As
Page 119 and 120: FINANCIAL STATEMENTS Profit and Los
Page 121 and 122: FINANCIAL STATEMENTS Statement of C
Page 123 and 124: FINANCIAL STATEMENTS Statements of
Page 125 and 126: FINANCIAL STATEMENTS 2. Basis of pr
Page 127 and 128: 3. Significant accounting policies
Page 129 and 130: 3. Significant accounting policies
Page 131 and 132: 5. Cost of revenue (cont’d) FINAN
Page 133 and 134: 10. Net earnings (loss) per share (
Page 135 and 136: 13. Fixed assets (cont’d) FINANCI
Page 137 and 138: 14. Trade creditors FINANCIAL STATE
Page 139 and 140: FINANCIAL STATEMENTS 17. Significan
Page 141 and 142: 21. Subsequent events (cont’d) (e
Page 143 and 144: GENERAL AND STATUTORY INFORMATION I
Page 145 and 146: GENERAL AND STATUTORY INFORMATION 1
Page 147 and 148: Article 66 GENERAL AND STATUTORY IN
Page 149 and 150: Article 76 GENERAL AND STATUTORY IN
Page 151 and 152: Article 102 GENERAL AND STATUTORY I
Page 153 and 154: GENERAL AND STATUTORY INFORMATION (
Page 155: CONSENTS GENERAL AND STATUTORY INFO
Page 159 and 160: APPENDIX A 15. Investors may subscr
Page 161 and 162: APPENDIX A ADDITIONAL TERMS AND CON
Page 163 and 164: APPENDIX A (3) tick the appropriate
Page 165 and 166: APPENDIX A An Applicant must ensure
Page 167 and 168: APPENDIX A 9. The Applicant must ha
Page 169 and 170: APPENDIX A (d) in respect of the Ne
Page 171 and 172: APPENDIX A (d) This application is
Page 173 and 174: APPENDIX B RULES OF THE ASIAONE PRE
Page 175 and 176: 3. ELIGIBILITY OF PARTICIPANTS APPE
Page 177 and 178: 7. RIGHTS TO EXERCISE OPTIONS APPEN
Page 179 and 180: 7.6 In the event that:- APPENDIX B
Page 181 and 182: APPENDIX B 10. TAKE-OVER AND WINDIN
Page 183 and 184: APPENDIX B 10.6 If in connection wi
Page 185 and 186: APPENDIX B 18.2 Save for the taxes
Page 187 and 188: To: SPH AsiaOne Ltd, News Centre, 8
Page 189 and 190: APPENDIX B ASIAONE PRE-IPO SHARE OP
Page 191 and 192: APPENDIX C RULES OF THE ASIAONE (20
Page 193 and 194: APPENDIX C “Parent Group” The P
Page 195 and 196: APPENDIX C 4.2 The number of Shares
Page 197 and 198: APPENDIX C (c) any other event appr
Page 199 and 200: APPENDIX C 9.3 Shares which are all
Page 201 and 202: 14. MODIFICATIONS TO THE SCHEME APP
Page 203 and 204: APPENDIX C (c) (i) the names of, an
Page 205 and 206: APPENDIX C Vesting Schedule Subject
Page 207 and 208:
Please print in block letters Name
Page 209:
Please print in block letters Name
show all

Asiaone 1-42

Create successful ePaper yourself

Delete template?

Save as template?