[CALCULATION OF REGISTRATION FEE CHART Title of Each Class of Security Being Registered (1) Amount Being (2) Proposed (2) Proposed Amount of (3) Shares 5,459,125 Shares 6.90 (4) 37,667,962.50 2,685.73 (5) 1,040,875 Shares 6.90 (6) 7,182,037.50 512.08 Total 6,500,000 Shares 44,850,000.00] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM “ ” Shanghai, PRC July 22, 2010 EX-23.3 10 v191536_ex23-3.htm]
[CALCULATION OF REGISTRATION FEE CHART Title of Each Class of Security Being Registered (1) Amount Being (2) Proposed (2) Proposed Amount of (3) Shares 5,459,125 Shares 6.90 (4) 37,667,962.50 2,685.73 (5) 1,040,875 Shares 6.90 (6) 7,182,037.50 512.08 Total 6,500,000 Shares 44,850,000.00] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM “ ” Shanghai, PRC July 22, 2010 EX-23.3 10 v191536_ex23-3.htm]
[_____________ SCHEDULE TO _____________ (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) _____________ CHINA CERAMICS CO., LTD. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) (Title of Class of Securities) G2113X118 _____________________ ) _____________ c/o Jinjiang Hengda Ceramics Co., Ltd. Junbing Industrial Zone Anhai, Jinjiang City Fujian Province, PRC Tel: +86 (595) 8576 5051 Fax:] [OFFER LETTER TO PURCHASE SHARES OF CHINA CERAMICS CO., LTD. JULY 27, 2010 14,553,949 11,803,949 2,750,000 27 24 ), but it has not yet been declared effective 27 The Offer will commence on July IMPORTANT PROCEDURES • • • • •] [LETTER OF TRANSMITTAL OF CHINA CERAMICS CO., LTD. JULY 27, 2010 THE OFFER AND WITHDRAWAL EXPIRE AT 5:00 P.M., U.S. EASTERN TIME ON THE NIGHT OF AUGUST 24, 2010 UNLESS THE OFFER IS EXTENDED The Depositary for the Offer is: Continental Stock Transfer & Trust Company BY MAIL, HAND OR OVERNIGHT DELIVERY: CONTINENTAL STOCK TRANSFER & TRUST COMPANY 17 BATTERY] [NOTICE OF GUARANTEED DELIVERY CHINA CERAMICS CO., LTD This Notice of Guaranteed Delivery, or one substantially in the form hereof, must be used to accept the Offer (as defined below) if: • Depositary” • Time will not permit all required documents, including a properly completed and duly executed Letter of Transmittal (or a manually signed facsimile of the Letter of] [Offer Letter to Exchange for Shares by CHINA CERAMICS CO., LTD. of THE TENDER OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON AUGUST 24, 2010, UNLESS THE TENDER OFFER IS EXTENDED. 27 July To Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees: 27 Offer Letter Offer Company 14,553,949 Shares Offer Period 27 24] [Offer Letter to Exchange for Shares by CHINA CERAMICS CO., LTD. of THE TENDER OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON AUGUST 24, 2010, UNLESS THE TENDER OFFER IS EXTENDED. To Our Clients: 27 Offer Letter Offer Company 14,553,949 Shares Offer Period 27 24 Expiration Date Enclosed for your consideration are the Offer] [The Offer will continue for a period of twenty business days from the date of this release and will expire on Tuesday, August 24, 2010 at 5:00 p.m., Eastern Time, or for such additional time as is required under applicable law. The foregoing reference to the offer and any other related transactions shall not constitute an offer to buy or] [LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT Agreement Company Securityholder WITNESSETH : WHEREAS, Exchange Offer Common Shares WHEREAS, Securities WHEREAS, NOW, THEREFORE, Certain Covenants 1. Lock-Up provided however 1.1 Tender of Securities 1.2 Public Announcement 1.3 1.4 Disclosure SEC ”) and in the offer documents relating to the Exchange Offer (including all documents and schedules filed with the SEC in connection with]
