Aggregation of Transactions. The Client authorizes the Adviser in its discretion to aggregate purchases and sales of securities for its Investment Account with purchases and sales of securities of the same issuer for other clients of the Adviser occurring on the same day. When transactions are so aggregated, the actual prices applicable to the aggregated transactions will be averaged, and the Investment Account and the accounts of other participating clients of the Adviser will be deemed to have purchased or sold their proportionate share of the securities involved at the average price so obtained.
Aggregation of Transactions. To the extent not inconsistent with the System’s Investment Policy, the Manager may, in its discretion, aggregate purchases and sales of securities for the Investment Account with purchases and sales of securities of the same issuer for other clients of the Manager occurring on the same day. When transactions are so aggregated, the actual prices applicable to the aggregated transactions will be averaged, and the Investment Account and the accounts of other participating clients of the Manager will be deemed to have purchased or sold their proportionate share of the securities involved at the average price so obtained.
Aggregation of Transactions. As disclosed in the announcement of the Company dated 30 November 2018, CPMC Investment entered into the Equity Adjustment Agreement with Duilong Honghui and Harvest Epoch International on 30 November 2018, pursuant to which, among others, CPMC Investment had made a capital contribution of US$13,050,000 in the Target Company, which comprised (i) US$10,200,000 as the shareholder’s contribution made in proportion to the then shareholding of CPMC Investment in the Target Company; and (ii) US$2,850,000 as the consideration for the acquisition of 3.7% equity interest in the Target Company from Duilong Honghui. As the transactions contemplated under the Equity Transfer Agreement and the Equity Adjustment Agreement were entered into within a 12-month period, involved the same connected parties and Target Company, and in relation to the acquisition or subscription of the equity interest in the Target Company, they shall be aggregated as a series of transaction for the Company pursuant to Rules 14A.81 and 14A.82 of the Listing Rules. As at the date of this announcement, Duilong Honghui is an indirect wholly-owned subsidiary of ORG Technology, a substantial Shareholder of the Company, therefore it is a connected person of the Company at the issuer level pursuant to Rule 14A.07(1) of the Listing Rules. Therefore, the Equity Transfer Agreement constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable aggregated percentage ratios (save for the profit ratio) set out in the Listing Rules in respect of the transactions under the Equity Transfer Agreement and the Equity Adjustment Agreement exceed(s) 1% but is/are less than 5%, the transactions under the Equity Transfer Agreement is subject to the reporting and announcement requirements but exempt from the circular and independent shareholders' approval requirements under Chapter 14A of the Listing Rules.
Aggregation of Transactions. Before entering into the Consultancy Agreement, the Group has previously entered into a number of tenancy and consultancy agreements as further discussed below with Rabbit and Turtle. Star Properties Korea, Star Properties Korea PFV and Star Properties Korea PFV2 entered into three tenancy agreements separately with Rabbit & Turtle on 1 April 2019, pursuant to which the Group agreed to rent an office at South Korea for a term of 3 years with monthly rental rate and monthly add-on services charge allocated to the contractual entities as following: Star Properties Korea KRW2,970,000 KRW1,524,000 KRW4,494,000 Star Properties Korea PFV KRW990,000 KRW508,000 KRW1,498,000 Star Properties Korea PFV2 KRW990,000 KRW508,000 KRW1,498,000 The annual caps of the transaction contemplated under the Korea Tenancy Agreements for the years ended 31 December 2019, 31 December 2020, 31 December 2021 and 31 December 2022 are KRW67,409,000 (equivalent to approximately HK$443,217), KRW89,878,000 (equivalent to approximately HK$590,956), KRW89,878,000 (equivalent to approximately HK$590,956) and KRW22,470,000 (equivalent to approximately HK$147,739) respectively. The historical amount of the above transactions for the years ended 31 December 2019 was disclosed in the annual report of the Company for the year ended 31 December 2019 published on 26 March 2020. Star Properties Korea entered into consultancy agreement with Rabbit & Turtle on 1 February 2020, pursuant to which Rabbit & Turtle agreed to provide an one-off space design consultancy advice to its projects at a consideration of US$80,000.00. The annual caps for the transactions contemplated under the Korea Consultancy Agreement for the year ended 31 December 2020 is HK$624,000.00. The following table sets out the annual caps of the continuing connected transactions under the Consultancy Agreement, Korea Tenancy Agreement and Korea Consultancy Agreement for the years ending 31 December 2020, 2021 and 2022, respectively: For the year ended 31 December 2020 For the year ended 31 December 2021 For the year ended 31 December 2022 Korea Tenancy Agreements HK$590,956 HK$590,956 HK$147,739 Korea Consultancy Agreement HK$624,000 - - Consultancy Agreement HK$5,000,000 - - The above annual caps of Korea Tenancy Agreements is determined in accordance with the monthly rental rates and terms under the Korea Tenancy Agreements were arrived at after arm’s length negotiation between the parties and determined with reference to the prevaili...
Aggregation of Transactions. Reference is made to the announcements of the Company dated 21 January 2011 and 25 January 2011 related to the Production and Office Premises Lease Agreement between Bawang Guangzhou and Guangzhou Bawang. Under the Listing Rules, the transactions under the Tenancy Agreement and the Production and Office Premises Lease Agreement will be aggregated and treated as if they were one transaction. For the purpose of Rule 14A.25 of the Listing Rules, the aggregate of the maximum annual rental payable to Guangzhou Bawang by Bawang Guangzhou under each of the Tenancy Agreement and the Production and Office Premises Lease Agreement for the three years ending 31 December 2014 are set out below: Year ending 31 December Year ending 31 December Year ending 31 December Tenancy Agreement 2.19 2.19 2.19 Production and Office Premises Lease Agreement 2.21 2.21* — Total 4.40 4.40 2.19 * The Production and Office Premises Lease Agreement will expire on 3 December 2013. The Office Premises are leased by the Group for the purposes of satisfying the needs of the Group’s business. The Office Premises are located within proximity to the production and office premises of the Group. By entering into the Tenancy Agreement, the Group will incur minimal transportation and labour expenses in relocating the equipment and furniture to the Office Premises. The terms of the Tenancy Agreement were negotiated on an arm’s length basis with reference to the fair market rents of premises based on the valuation report issued by Xxxxx XxXxxxx Xxxxxxxxx Limited, the independent property valuer to the Group who has confirmed that the rent payable under the Tenancy Agreement is fair and reasonable and consistent with prevailing market rents for similar premises in the vicinity. Guangzhou Bawang is 100% beneficially owned by Xx. Xxxx and Xx. Xxx, who in turn are the controlling Shareholders holding approximately 65.33% and 65.31% of the issued share capital of the Company respectively as at the date of this announcement. Therefore, Guangzhou Bawang is a connected person by reason of it being an associate of a connected person of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the Tenancy Agreement constitutes a continuing connected transaction for the Company under the Listing Rules. The Directors, including the independent non-executive Directors, are of the view that the terms of the Tenancy Agreement (i) have been negotiated on an arm’s length basis; (ii) are conduct...
Aggregation of Transactions. Summary Details
Aggregation of Transactions. For purposes of this subparagraph, all sales and exchanges which are part of the same transaction (or a series of related transactions) shall be treated as 1 sale or exchange.
(D) Debt instruments which are publicly traded or issued for publicly traded property
(E) Certain sales of patents
(F) Sales or exchanges to which section 483(e) applies
(4) Exception for assumptions
(A) in connection with the sale or ex- change of property, assumes any debt instru- ment, or
(B) acquires any property subject to any debt instrument, in determining whether this section or section 483 applies to such debt instrument, such as- sumption (or such acquisition) shall not be taken into account unless the terms and con- ditions of such debt instrument are modified (or the nature of the transaction is changed) in connection with the assumption (or acquisi- tion).
