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Advised on the acquisition by way of VIE structure and successfully applied for waivers from SEHK

Chungs Lawyers in association with DeHeng Law Offices advised China Fordoo Holdings Limited (“China Fordoo”) on its acquisition of OPCO (the “OPCO”), which is principally engaged in the operation of sales and market of automobiles through an online e-commerce platform in the PRC, by way of VIE structure. China Fordoo is a company listed on the Main Board of The Stock Exchange of Hong Kong Limited (stock code: 2399) (the “Hong Kong Stock Exchange”), and is principally engaged in the design, sourcing, manufacturing and sales of its branded menswear in the PRC.


The transaction constituted a discloseable transaction, connected transaction and continuing connected transaction under Chapter 14 and Chapter 14A of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (“Listing Rules”).


Chungs Lawyers in association with DeHeng Law Offices successfully applied on behalf of China Fordoo to the Hong Kong Stock Exchange for a waiver to comply with the requirement to convene a general meeting and accept written shareholder’ approval in lieu of a general meeting to enter into the VIE Agreements and the continuing connected transactions contemplated thereunder. In addition, the Hong Kong Stock Exchange also granted the waiver: (1) from fixing the term of the VIE Agreements for a period of not exceeding three years pursuant, and (2) setting a maximum aggregate annual cap for the service fees payable by the OPCO.

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