OURGAME (06899.HK): Supplementary disclosure on winding-up background and HKEX concerns; trading remains suspended since 4 March 2026

NewTimeSpace News: On 13 August 2026, Ourgame International Holdings Limited (in formal liquidation) (stock code: 06899) issued a supplementary announcement providing additional information in respect of the resumption guidance announcement dated 29 July 2026 and the winding-up petition, winding-up order and appointment of joint official liquidators, and announced the continued suspension of trading.

The announcement disclosed the background of the winding-up: the petitioner, Jian Ying Ourgame High Growth Investment Fund (in formal liquidation), held approximately 18.6% of the Company's issued share capital on 30 June 2021 as a substantial shareholder. Following the appointment of its joint provisional liquidators, it was discovered that 132,464,366 shares of the Company held by the petitioner (representing approximately 12.3% of the then issued shares, the disputed shares) had been improperly transferred to Powerful Warrior Limited in March 2021 without any consideration. The petitioner subsequently filed an injunction application and commenced proceedings in the Grand Court of the Cayman Islands, which ruled in favour of the petitioner on 23 October 2024, granting summary judgment and ordering the Company to rectify its register of members and pay costs (the first costs order). As the Company failed to rectify its register of members, the petitioner filed a rectification application on 14 May 2025, which was granted by the court on 22 May 2025 (the second costs order). The petitioner subsequently obtained and served two default costs certificates on the Company with an aggregate principal amount of USD 915,918.91 (excluding interest), which the Company failed to pay; the petitioner presented a winding-up petition on 2 February 2026, and the court granted a winding-up order on 3 March 2026, appointing Mr. Christopher Kennedy and Ms. Wong Wing Sze as joint official liquidators of the Company. The Company failed to publish its annual results for the year ended 31 December 2025 by 31 March 2026, as the joint official liquidators had not been provided with any financial information of the Company at that time.

The announcement also disclosed the concerns raised by the Exchange in its letter, including: apart from the announcement published on 29 July 2021 regarding the injunction application, matters relating to the proceedings and subsequent legal actions (including the winding-up petition) had not been disclosed until the announcement of 9 March 2026; the outstanding debts arising from the costs orders were not disclosed in the Company's financial statements for the year ended 31 December 2024 or the six months ended 30 June 2025; and the Company failed to provide sufficient information on the background of the legal proceedings, including their causes, parties involved and actions taken by the then board, while the published financial information may contain misstatements. In light of these concerns, the Exchange issued resumption guidance to the joint official liquidators, requiring an appropriate independent forensic investigation.

The announcement stated that the Company has entered formal liquidation under the winding-up order; under Section 99 of the Companies Act (as revised) of the Cayman Islands, any disposition of the Company's property, transfer of shares or change in the status of members after the commencement of winding-up is void unless ordered otherwise by the court. Transfers of shares may be restricted, and Hong Kong Securities Clearing Company Limited may at any time, without prior notice, exercise its power to temporarily suspend any services relating to the Company's shares. The joint official liquidators have taken steps to obtain the Company's books and records, review its affairs, and identify and preserve its assets, and will continue to take all necessary actions to safeguard its assets and protect the interests of creditors and shareholders. Trading in the shares has been suspended since 11:59 a.m. on 4 March 2026 and will remain suspended until further notice.

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