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嘉士利集團有限公司 JIASHILI GROUP LIMITED (Incorporated in the Cayman Islands with Limited Liability) Stock Code : 1285 JIASHILI GROUP LIMITED 嘉士利集團有限公司

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嘉士利集團有限公司 JIASHILI GROUP LIMITED (Incorporated in the Cayman Islands with Limited Liability) Stock Code : 1285 JIASHILI GROUP LIMITED 嘉士利集團有限公司 嘉士利集團有限公司 JIASHILI GROUP LIMITED (Incorporated in the Cayman Islands with limited liability) Stock Code : 1285 JIASHILI GROUP LIMITED 嘉士利集團有限公司 GLOBAL OFFERING Sole Global Coordinator, Sole Sponsor and Sole Bookrunner Joint Lead Managers Project K Cover H13.indd 2 14年9月9日 上午12:24 IMPORTANT If you are in any doubt about any of the contents of this prospectus, you should obtain independent professional advice. Jiashili Group Limited (Incorporated in the Cayman Islands with limited liability) GLOBAL OFFERING Number of Offer Shares under : 100,000,000 Shares (subject to the Global Offering the Over-allotment Option) Number of Hong Kong Offer Shares : 10,000,000 Shares (subject to adjustment) Number of International Offer Shares : 90,000,000 Shares (subject to adjustment and the Over-allotment Option) Offer Price : HK$3.7 per Offer Share, plus brokerage fee of 1.0%, SFC transaction levy of 0.003% and Stock Exchange trading fee of 0.005% (payable in full on application in Hong Kong dollars and subject to refund) Nominal value : HK$0.01 per Share Stock code : 1285 Sole Global Coordinator, Sole Sponsor and Sole Bookrunner Joint Lead Managers Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this prospectus, 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 prospectus. A copy of this prospectus, having attached thereto the documents specified in the section headed “Appendix VI — Documents delivered to the registrar of companies and available for inspection” in this prospectus, has been registered with the Registrar of Companies in Hong Kong as required by section 342C of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Chapter 32 of the Laws of Hong Kong). The Securities and Futures Commission and the Registrar of Companies in Hong Kong take no responsibility for the contents of this prospectus or any other document referred to above. Investors applying for Hong Kong Offer Shares must pay, on application, the Offer Price of HK$3.7 for each Offer Share together with a brokerage of 1.0%, a SFC transaction levy of 0.003% and a Stock Exchange trading fee of 0.005%. The Sole Bookrunner, on behalf of the Underwriters, may, with our consent, reduce the number of Offer Shares and/or the Offer Price stated in this prospectus at any time on or prior to the morning of the last day for lodging applications under the Hong Kong Public Offering. In such case, notice of the reduction in the number of Offer Shares and/or the Offer Price will be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) not later than the morning of the last day for lodging applications under the Hong Kong Public Offering. Such notice will also be available at the website of the Stock Exchange at www.hkexnews.hk and our website at www.gdjsl.com. Further details are set out in the sections headed “Structure and conditions of the Global Offering” and “How to apply for Hong Kong Offer Shares” in this prospectus. Prior to making investment decision, prospective investors should consider carefully all of the information set out in this prospectus and the related Application Forms, including the risk factors set out in the section headed “Risk factors” in this prospectus. Prospective investors should note that the obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement to subscribe, and to procure subscribers for, the Hong Kong Offer Shares are subject to termination by the Sole Global Coordinator (on behalf of the Hong Kong Underwriters) if certain events shall occur prior to 8:00 a.m. on the day on which trading in our Shares commences on the Stock Exchange. Such grounds are set out in the section headed “Underwriting” in this prospectus. It is important that you refer to that section for further details. The Offer Shares have not been and will not be registered under the U.S. Securities Act or any state securities law in the United States and may not be offered, sold, pledged or transferred within the United States or to, or for the account or benefit of U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirement under the U.S. Securities Act. September 15, 2014 EXPECTED TIMETABLE(1) Latest time to complete electronic applications under the HK eIPO White Form service through the designated website at www.hkeipo.hk(2) ......................11:30a.m.onThursday, September 18, 2014 Application lists of the Hong Kong Public Offering open(3) ..........................................11:45a.m.onThursday, September 18, 2014 Latest time to complete payment of HK eIPO White Form applications by effecting internet banking transfer(s) or PPSpaymenttransfer(s)..........................12:00noon on Thursday, September 18, 2014 Latest time to lodge WHITE and YELLOW Application Forms.........................................12:00noon on Thursday, September 18, 2014 Latest time to give electronic application instructions to HKSCC(4) ........................................12:00noon on Thursday, September 18, 2014 Application lists of the Hong Kong Public Offering close . .12:00 noon on Thursday, September 18, 2014 Announcement of: • the level of indications of interest in the International Offering; • the level of applications under the Hong Kong Public Offering ; and • the basis of allotment of the Hong Kong Offer Shares to be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese), on the website of the Stock Exchange at www.hkexnews.hk and on the website of our Company at www.gdjsl.com onorbefore ....................Wednesday, September 24, 2014 Announcement of results of allotment in the Hong Kong Public Offering (with successful applicants’ identification document numbers where applicable) available through a variety of channels as described in the section headed “How to apply for Hong Kong Offer Shares” in this prospectus ............................. Wednesday, September 24, 2014 Results of allocations in the Hong Kong Public Offering will be available at www.tricor.com.hk/ipo/result with a “search by ID” function................................................. Wednesday, September 24, 2014 Despatch of Share certificates in respect of wholly or partially successfulapplicationsonorbefore.......................... Wednesday, September 24, 2014 Despatch of refund cheques (if applicable) in respect of wholly or partiallyunsuccessfulapplicationsonorbefore.................Wednesday, September 24, 2014 Despatch of HK eIPO White Form e-Auto Refund payment instruction (if applicable) in respect of wholly or partially unsuccessful applicationsonorbefore...................................Wednesday, September 24, 2014 Dealings in our Shares on the Stock Exchange expected to commenceat9:00a.m.on ................................. Thursday, September 25, 2014 —i— EXPECTED TIMETABLE(1) Notes: (1) All dates and times refer to Hong Kong dates and time, except otherwise stated. Details of the structure of the Global Offering, including its conditions, are set out in the section headed “Structure and conditions of the Global Offering” in this prospectus. If there is any change in the above expected timetable, we will issue a separate announcement in Hong Kong to be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese). (2) You will not be permitted to submit your application through the designated website at www.hkeipo.hk after 11:30 a.m. on the last day for submitting applications. If you have already submitted your application and obtained a payment reference number from the designated website prior to 11:30 a.m., you will be permitted to continue the application process (by completing payment of application monies) until 12:00 noon on the last day for submitting applications, when the application lists close. (3) If there is a tropical cyclone warning signal number 8 or above, or a “black” rainstorm warning in force in Hong Kong at any time between 9:00 a.m. and 12:00 noon on Thursday, September 18, 2014, the application lists will not open and close on that day. Please refer to the section headed “How to apply for Hong Kong Offer Shares — Effect of bad weather conditions on the opening of the application lists” in this prospectus. (4) Applicants who apply for Hong Kong Offer Shares by giving electronic application instructions to HKSCC should refer to the section headed “How to apply for Hong Kong Offer Shares — Applying by giving electronic application instructions to HKSCC via CCASS” in this prospectus. Share certificates will only become valid certificates of title if the Global Offering has become unconditional in all respects and the Underwriting Agreements have not been terminated in accordance with its terms, which is expected to be at or around 8:00 a.m., on Thursday, September 25, 2014. Investors who trade in our Shares on the basis of publicly available allocation details prior to the receipt of Share certificates or prior to the Share certificates becoming valid certificates of title do so entirely at their own risk. e-Auto Refund payment instructions or refund cheques will be issued in respect of wholly or partially unsuccessful applications pursuant to the Hong Kong Public Offering. If you apply through the HK eIPO White Form service by paying the application monies through a single bank account, you may have e-Auto Refund payment instructions (if any) despatched to your application payment bank account on or around Wednesday, September 24, 2014. If you apply through the HK eIPO White Form service by paying the application monies through multiple bank accounts, you may have refund cheque(s) sent to the address specified in your application instructions to the HK eIPO White Form Service Provider on or around Wednesday, September 24, 2014, by ordinary post and at your own risk.
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