ACCURACY AND ADEQUACY OF INFORMATION. 1.1 All facts stated in Recitals (A) to (F) of this Agreement are true and accurate in all material respect. 1.2 All facts contained or to be contained in the Announcement and Prospectus Documents (including in particular, the sections headed “Reasons for and Benefits of the Rights Issue and Use of Proceeds”) are and will at the date of issue thereof be true and accurate in all material respects and not misleading and all expressions of opinion, intention and expectation expressed therein (including, in particular, the section headed “Reasons for and Benefits of the Rights Issue and Use of Proceeds”) are and will be fair and made after due and careful consideration. 1.3 There will be no information not disclosed in the Prospectus Documents (i) the omission of which makes any statement therein misleading or which, in the context of issues of the Rights Shares, might be material for disclosure therein or (ii) which is necessary to enable investors to make an informed assessment of the activities, assets and liabilities, financial position, profits and losses and prospects of the Company and of the rights attaching to the Rights Shares. 1.4 The Prospectus Documents contain all information and particulars in the context of the Rights Issue required by, and will be in compliance with the provisions of the Companies (WUMP) Ordinance, any other applicable legislation or governmental regulations in Hong Kong, or Cayman Islands, the GEM Listing Rules and all other requirements of the Stock Exchange and the SFC. 1.5 The statements, forecasts, estimates and expressions of opinion to be contained in the Announcement and Prospectus have been and will at the respective dates of issue thereof be made after due and careful consideration, and will at the respective dates of issue thereof be fair and honest and represent reasonable expectations based on facts known to the Company and/or any of the Directors. 1.6 All information necessary for the purpose of, or in the course of preparation of, the Announcement and Prospectus, or which ought reasonably to have been disclosed or made available by the Company or the Directors was so disclosed or made available to the Underwriter or its legal advisers (if any) fairly and accurately given by the Company and the Directors will be true, accurate and complete in all material respects and will contain all material information and particulars with regard to the subject matter thereof.
Appears in 1 contract
Sources: Underwriting Agreement
ACCURACY AND ADEQUACY OF INFORMATION. 1.1 All facts stated in Recitals (A) to (F) of this Agreement are true and accurate in all material respect.
1.2 All facts contained or to be contained in the Announcement Announcement, the Circular and Prospectus Documents (including in particular, the sections headed “<Reasons for and Benefits of the Rights Issue and Use of Proceeds”Proceeds=) are and will at the date of issue thereof be true and accurate in all material respects and not misleading and all expressions of opinion, intention and expectation expressed therein (including, in particular, the section headed “<Reasons for and Benefits of the Rights Issue and Use of Proceeds”Proceeds=) are and will be fair and made after due and careful consideration.
1.3 There will be no information not disclosed in the Prospectus Documents (i) the omission of which makes any statement therein misleading or which, in the context of issues of the Rights Shares, might be material for disclosure therein or (ii) which is necessary to enable investors to make an informed assessment of the activities, assets and liabilities, financial position, profits and losses and prospects of the Company and of the rights attaching to the Rights Shares.
1.4 The Prospectus Documents contain all information and particulars in the context of the Rights Issue required by, and will be in compliance with the provisions of the Companies (WUMP) Ordinance, any other applicable legislation or governmental regulations in Hong Kong, or Cayman Islands, the GEM Listing Rules and all other requirements of the Stock Exchange and the SFC.
1.5 The statements, forecasts, estimates and expressions of opinion to be contained in the Announcement Announcement, the Circular and Prospectus have been and will at the respective dates of issue thereof be made after due and careful consideration, and will at the respective dates of issue thereof be fair and honest and represent reasonable expectations based on facts known to the Company and/or any of the Directors.
1.6 All information necessary for the purpose of, or in the course of preparation of, the Announcement Announcement, the Circular and Prospectus, and the replies to the Verification Notes, or which ought reasonably to have been disclosed or made available by the Company or the Directors was so disclosed or made available to the Underwriter Underwriters or its legal advisers (if any) fairly and accurately and the replies to the Verification Notes (which will be prepared or approved by persons having appropriate knowledge and responsibility to enable them properly to provide such replies) given by the Company and the Directors will be true, accurate and complete in all material respects and will contain all material information and particulars with regard to the subject matter thereof.
Appears in 1 contract
Sources: Underwriting Agreement