TL Natural Gas : COMPANY INFORMATION SHEET

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

APPENDIX 5

FORMS RELATING TO LISTING

FORM F

GEM

COMPANY INFORMATION SHEET

Case Number: N/A

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this information sheet, 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 information sheet.

Company name:

TL Natural Gas Holdings Limited

Stock code (ordinary shares): 8536

This information sheet contains certain particulars concerning the above company (the "Company") which is listed on GEM of The Stock Exchange of Hong Kong Limited (the "Exchange"). These particulars are provided for the purpose of giving information to the public with regard to the Company in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited (the "GEM Listing Rules"). They will be displayed at the GEM website on the internet. This information sheet does not purport to be a complete summary of information relevant to the Company and/or its securities.

The information in this sheet was updated as of 29 December 2021

A. General

Place of incorporation:

Date of initial listing on GEM:

Name of Sponsor(s):

Names of directors:

(please distinguish the status of the directors

• Executive, Non-Executive or Independent Non-Executive)

Cayman Islands

18 May 2018

Giraffe Capital Limited

Executive Directors:

LIU Yong Cheng (劉永成)

LIU Yong Qiang (劉永強)

LIU Chunde (劉春德)

Independent non-executive Directors: LUO Hongru (羅紅茹)

ZENG Li (曾麗)

YEUNG Chun Yue David (楊振宇)

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Oct 2020

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Name(s) of substantial shareholder(s): (as such term is defined in rule 1.01 of the GEM Listing Rules) and their respective interests in the ordinary shares and other securities of the Company

	Number of shares
	of HK$0.04 each in
	the share capital of
	the Company
	("Shares") held/
Name	interested
Yongsheng Enterprise	85,955,000
Limited ("Yongsheng")1
Mr. LIU Yong Cheng1	85,955,000
Hongsheng Enterprise	85,955,000
Limited ("Hongsheng")2
Mr. LIU Yong Qiang2	85,955,000
Notes:

Approximate

percentage of shareholding

48.49%

48.49%

48.49%

48.49%

1. Mr. Liu Yong Cheng directly owns 100% of Yongsheng, which in turn holds 19,392,500 Shares or approximately 10.94% of the issued Shares; therefore he is deemed, or taken to be interested in, all the Shares held by Yongsheng for the purpose of the Securities and Futures Ordinance (Cap.571). Pursuant to the acting in concert confirmation dated 14 June 2017, Mr. Liu Yong Cheng is also deemed to be interested in 66,562,500 Shares or approximately 37.55% of the issued Shares owned by Hongsheng as a result of being a party acting in concert with Mr. Liu Yong Qiang.

	2. Mr. Liu Yong Qiang directly owns 100% of Hongsheng, which
	in turn holds 66,562,500 Shares or approximately 37.55% of
	the issued Shares; therefore he is deemed, or taken to be
	interested in, all the Shares held by Hongsheng for the
	purpose of the Securities and Futures Ordinance (Cap.571).
	Pursuant to the acting in concert confirmation dated 14 June
	2017, Mr. Liu Yong Qiang is also deemed to be interested in
	19,392,500 Shares or approximately 10.94% of the issued
	Shares owned by Yongsheng as a result of being a party
	acting in concert with Mr. Liu Yong Cheng.
Name(s) of company(ies) listed on GEM or	N/A
the Main Board of the Stock Exchange within
the same group as the Company:
Financial year end date:	31 December
Registered address:	Osiris International Cayman Limited
	Suite #4-210, Governors Square
	23 Lime Tree Bay Avenue, PO Box 32311
	Grand Cayman, KY1 1209, Cayman Islands

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Oct 2020

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Head office and principal place of business:

Web-site address (if applicable):

Share registrar:

Auditors:

B. Business activities

Head office

Jingzhou Primary Station

Dong Fang Road

Economic Development Zone

Jingzhou City

Hubei Province

The PRC

Principal place of business in Hong Kong registered under Part 16 of the Companies Ordinance (Chapter 622 of the Laws of Hong Kong)

4th Floor

Wah Yuen Building

149 Queen's Road Central

Hong Kong

www.tl-cng.com

Cayman Islands principal share registrar and transfer office:

Osiris International Cayman Limited

Suite #4-210, Governors Square

23 Lime Tree Bay Avenue, PO Box 32311

Grand Cayman, KY1 1209, Cayman Islands

Hong Kong branch share registrar and transfer office:

Tricor Investor Services Limited

Level 54, Hopewell Centre

183 Queen's Road East

Hong Kong

CL Partners CPA Limited

Certified Public Accountants

12/F, 46 Lyndhurst Terrace

Central

Hong Kong

(Please insert here a brief description of the business activities undertaken by the Company and its subsidiaries.)

The Group is principally engaged in (i) sales of compressed natural gas; and (ii) provision of automated car wash services in the PRC.

C. Ordinary shares
Number of ordinary shares in issue:	177,255,000 Shares
Par value of ordinary shares in issue:	HK$0.04
Board lot size (in number of shares):	5,000
Name of other stock exchange(s) on	N/A
which ordinary shares are also listed:
D. Warrants
Stock code:	N/A

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Oct 2020

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Board lot size:	N/A
Expiry date:	N/A
Exercise price:	N/A
Conversion ratio:	N/A
(Not applicable if the warrant is
denominated in dollar value of
conversion right)
No. of warrants outstanding:	N/A

No. of shares falling to be issued upon N/A the exercise of outstanding warrants:

E. Other securities

Details of any other securities in issue.

(i.e. other than the ordinary shares described in C above and warrants described in D above but including options granted to executives and/or employees).

(Please include details of stock code if listed on GEM or the Main Board or the name of any other stock exchange(s) on which such securities are listed).

If there are any debt securities in issue that are guaranteed, please indicate name of guarantor.

Share options

On 21 January 2020, the Company granted share options to certain individuals to subscribe for a total of 12,375,000 Shares at an exercise price of HK$0.664 per share pursuant to the share option scheme adopted by the Company on 20 April 2018 (the "Share Option Scheme"). As at the date hereof, none of the share options have been exercised. For further details of the share options, please refer to the announcements of the Company dated 21 January 2020 and 16 July 2021.

On 23 June 2020, the Company granted share options to certain individuals to subscribe for a total of 16,559,000 Shares at an exercise price of HK$0.520 per share pursuant to the Share Option Scheme. As at the date hereof, none of the share options have been exercised, and a total of 3,117,991 share options have been lapsed. For further details of the share options, please refer to the announcements of the Company dated 23 June 2020 and 16 July 2021.

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Oct 2020

FF003G

THE STOCK EXCHANGE OF HONG KONG LIMITED

(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

Responsibility statement

The directors of the Company (the "Directors") as at the date hereof hereby collectively and individually accept full responsibility for the accuracy of the information contained in this information sheet ("the Information") and confirm, having made all reasonable inquiries, that to the best of their knowledge and belief the Information is accurate and complete in all material respects and not misleading or deceptive and that there are no other matters the omission of which would make any Information inaccurate or misleading.

The Directors also collectively and individually accept full responsibility for submitting a revised information sheet, as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

The Directors acknowledge that the Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to indemnify the Exchange against all liability incurred and all losses suffered by the Exchange in connection with or relating to the Information.

Submitted by:	LIU Yong Cheng
	(Name)
Title:	Executive Director
	(Director, secretary or other duly authorised officer)

NOTE

Pursuant to rule 17.52 of the GEM Listing Rules, the Company must submit to the Exchange (in the electronic format specified by the Exchange from time to time) for publication on the GEM website a revised information sheet as soon as reasonably practicable after any particulars on the form previously published cease to be accurate.

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Oct 2020