Common use of APPLICATION FOR WAIVER Clause in Contracts

APPLICATION FOR WAIVER. The transactions described in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us, waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement”; and the announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above).

APPLICATION FOR WAIVER. The transactions described in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers a waiver exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(B) Continuing Connected Transactions subject Subject to the Reporting, Annual Review and Announcement Requirements but exempt Exempt from Independent Shareholders’ Approval Requirement”; and the announcement announcement, circular and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject Subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from such waivers on the strict compliance with the respective requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any of the terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreement with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules, unless we apply for and separate waiver is obtained from, the Stock Exchange.

APPLICATION FOR WAIVER. The transactions transaction described in “—— (B) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review and Announcement Requirements but exempt from Exempt From Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions transaction under the Listing Rules, which are is subject to the reporting, annual review and announcement requirements but exempt from independent shareholdersShareholders’ approval requirement of the Listing Rules. The transactions described in “—— (C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement announcement, circular and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—— (B) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review and Announcement Requirements but exempt from Exempt From Independent Shareholders’ Approval Requirement”; and the announcement announcement, circular and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—— (C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from such waivers sought on the strict compliance with the respective requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules.

APPLICATION FOR WAIVER. The transactions described Proposed Restructuring may lead to a general offer for all Shougang Resources Shares under the Takeovers Code unless otherwise waived by the Executive. As informed by Xxxx Xxxx, Xxxx Xxxx and Shougang Holding have applied to the Executive for a waiver to dispense with the obligation to make a mandatory general offer for Shougang Resources Shares not already owned or agreed to be acquired by them pursuant to Rule 26.1 of the Takeovers Code as a result of the Proposed Restructuring. The Proposed Restructuring is an arrangement between the Vendor (being an indirect shareholder of Shougang Resources) and Xxxx Xxxx (being a direct and indirect shareholder of Shougang Resources), which is not capable of being extended to all shareholders of Shougang Resources and takes place within the six-month period from the close of the Share Buy-back Offer. As such, the Proposed Restructuring may be considered by the Executive as a special deal falling within Rule 25 of the Takeovers Code. Following consultation with the Executive pursuant to the Takeovers Code, if necessary, an application will be made to the Executive for its ruling as to whether the Proposed Restructuring constitutes a special deal under Rule 25 of the Takeovers Code and if so, the Executive's consent thereto pursuant to Rule 25 of the Takeovers Code. As at the date of this announcement, the Executive has not granted any waiver or ruling pursuant to Rule 26.1 and Rule 25 of the Takeovers Code in “—respect of the Proposed Restructuring. In the event that Condition(s) (Biii) Continuing Connected Transactions or (iv), as applicable, as set out in the section headed "Conditions" in this announcement is/are not fulfilled, the parties to the Proposed Restructuring may negotiate for an alternative arrangement, subject to compliance with the ReportingListing Rules and the Takeovers Code. As Xxxx Xxxx is indirectly wholly-owned by Shougang Group, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement” in this section constitutes our continuing the controlling shareholder of the Company, Xxxx Xxxx is a connected transactions under person of the Company pursuant to Rule 14A.07 of the Listing Rules. As the highest applicable percentage ratio (calculated in accordance with Rule 14.07 of the Listing Rules) in respect of the Sale and Purchase Agreement and the transactions contemplated thereunder exceeds 75%, which are subject to the reporting, annual review Proposed Restructuring constitutes a very substantial disposal of the Company under Chapter 14 of the Listing Rules and announcement requirements but exempt from independent shareholders’ approval requirement a connected transaction of the Company under Chapter 14A of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions Proposed Restructuring is therefore subject to the Reportingreporting, Annual Review, Announcement announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, under Chapters 14 and the Stock Exchange [has granted] us, waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect and the resolution(s) approving the Sale and Purchase Agreement and the Proposed Restructuring contemplated thereunder will be voted on by the Independent Shareholders by poll at the GM. The GM will be convened for Shareholders to consider and, if thought fit, approve the Sale and Purchase Agreement and the transactions contemplated thereunder. Only Independent Shareholders will be entitled to vote at the GM on the resolution to approve the Sale and Purchase Agreement and the transactions contemplated thereunder. Shougang Group, Xxxx Xxxx and their respective associates, which together own and control approximately 35.95% of the continuing connected transaction issued Shares as disclosed in “—(B) Continuing Connected Transactions subject at the date of this announcement, will be required to abstain from voting on the Reporting, Annual Review resolution to approve the Sale and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement”; Purchase Agreement and the announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above)Proposed Restructuring contemplated thereunder.

APPLICATION FOR WAIVER. The transactions described in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Circular and Independent Shareholders’ Approval Requirement” in this section constitutes constitute our continuing connected transactions under the Listing Rules, which are exempt from the circular and independent Shareholders’ approval requirements but subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement announcement, circular and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us, waivers exempting us our Group from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Circular and Independent Shareholders’ Approval Requirement”” in this section; and the announcement and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from the above waivers sought on the strict compliance of the announcement and independent Shareholders’ approval requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreements with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The transactions described in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement announcement, circular and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers exempting us our Group from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules announcement, circular and independent Shareholders’ approval requirements in respect of the continuing connected transaction transactions as disclosed in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement”; and the announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from the above waivers sought on the strict compliance of the announcement, circular and independent Shareholders’ approval requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreements with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The transactions transaction described in “—— (B) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review and Announcement Requirements but exempt from Exempt From Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions transaction under the Listing Rules, which are is subject to the reporting, annual review and announcement requirements but exempt from independent shareholdersShareholders’ approval requirement of the Listing Rules. The transactions described in “—— (C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—— (B) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review and Announcement Requirements but exempt from Exempt From Independent Shareholders’ Approval Requirement”; and the announcement and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—— (C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above).

APPLICATION FOR WAIVER. The In respect of the transactions described in set out under the paragraph headed “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt Exempt from the Circular and the Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions under (“Partially-Exempt CCT”) and pursuant to Rule 14A.105 of the Listing Rules, which are subject to we have applied for[, and the reporting, annual review and Stock Exchange has granted,] a waiver exempting us from strict compliance with the announcement requirements but exempt from independent shareholders’ approval requirement under Chapter 14A of the Listing Rules, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant annual caps stated above. The In respect of the transactions described in set out under the paragraph headed “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement (“Non-Exempt CCTs”) and independent shareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for[, and the Stock Exchange [has granted,] us, waivers a waiver exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—announcement, circular (B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt including opinions from Independent Shareholders’ Approval Requirement”; and the announcement independent board committee and independent shareholdersfinancial advisor) and independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this sectionRules, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). If any terms of the Property Agency and Consultancy Services Framework Agreement, the Hotel Back-end Services Framework Agreement and the Property Management Services Framework Agreement are altered or if our Company enters into any new agreements with any connected persons in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The transactions described Proposed Restructuring may lead to a general offer for all Shougang Resources Shares under the Takeovers Code unless otherwise waived by the Executive. As informed by Xxxx Xxxx, Xxxx Xxxx and Shougang Holding have applied to the Executive for a waiver to dispense with the obligation to make a mandatory general offer for Shougang Resources Shares not already owned or agreed to be acquired by them pursuant to Rule 26.1 of the Takeovers Code as a result of the Proposed Restructuring. The Proposed Restructuring is an arrangement between the Vendor (being an indirect shareholder of Shougang Resources) and Xxxx Xxxx (being a direct and indirect shareholder of Shougang Resources), which is not capable of being extended to all shareholders of Shougang Resources and takes place within the six-month period from the close of the Share Buy-back Offer. As such, the Proposed Restructuring may be considered by the Executive as a special deal falling within Rule 25 of the Takeovers Code. Following consultation with the Executive pursuant to the Takeovers Code, if necessary, an application will be made to the Executive for its ruling as to whether the Proposed Restructuring constitutes a special deal under Rule 25 of the Takeovers Code and if so, the Executive's consent thereto pursuant to Rule 25 of the Takeovers Code. As at the date of this announcement, the Executive has not granted any waiver or ruling pursuant to Rule 26.1 and Rule 25 of the Takeovers Code in “—respect of the Proposed Restructuring. In the event that Condition(s) (Biii) Continuing Connected Transactions or (iv), as applicable, as set out in the section headed "Conditions" in this announcement is/are not fulfilled, the parties to the Proposed Restructuring may negotiate for an alternative arrangement, subject to compliance with the ReportingListing Rules and the Takeovers Code. As Xxxx Xxxx is indirectly wholly-owned by Shougang Group, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement” in this section constitutes our continuing the controlling shareholder of the Company, Xxxx Xxxx is a connected transactions under person of the Company pursuant to Rule 14A.07 of the Listing Rules. As the highest applicable percentage ratio (calculated in accordance with Rule 14.07 of the Listing Rules) in respect of the Sale and Purchase Agreement and the transactions contemplated thereunder exceeds 75%, which are subject to the reporting, annual review Proposed Restructuring constitutes a very substantial disposal of the Company under Chapter 14 of the Listing Rules and announcement requirements but exempt from independent shareholders’ approval requirement a connected transaction of the Company under Chapter 14A of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions Proposed Restructuring is therefore subject to the Reportingreporting, Annual Review, Announcement announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, under Chapters 14 and the Stock Exchange [has granted] us, waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect and the resolution(s) approving the Sale and Purchase Agreement and the Proposed Restructuring contemplated thereunder will be voted on by the Independent Shareholders by poll at the GM. The Independent Board Committee comprising all independent non-executive Directors, namely Dr. Xxxx Xxx, Xx. Xxxx Fan Xxxxx Xxx, Xx. Xxxx Xxxxxx, Xx. Xxxxx Xxxxxxxx and Xx. Xxxx Xxxxxxxx has been formed to advise the Independent Shareholders on the Proposed Restructuring, the Sale and Purchase Agreement and the transactions contemplated thereunder. The Company will appoint an independent financial adviser to advise the Independent Board Committee and the Independent Shareholders as to whether the terms of the continuing connected transaction as disclosed in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review Sale and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement”; Purchase Agreement and the announcement transactions contemplated thereunder are fair and independent shareholders’ approval requirements under Chapter 14A reasonable so far as the Independent Shareholders are concerned and are in the interests of the Listing Rules in respect Company and the Shareholders as a whole. The GM will be convened for Shareholders to consider and, if thought fit, approve the Sale and Purchase Agreement and the transactions contemplated thereunder. Only Independent Shareholders will be entitled to vote at the GM on the resolution to approve the Sale and Purchase Agreement and the transactions contemplated thereunder. Shougang Group, Xxxx Xxxx and their respective associates, which together own and control approximately 35.95% of the continuing connected transactions issued Shares as disclosed in “—(C) Continuing Connected Transactions subject at the date of this announcement, will be required to abstain from voting on the Reporting, Annual Review, Announcement resolution to approve the Sale and Independent Shareholders’ Approval Requirements” in this section, subject to Purchase Agreement and the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above)Proposed Restructuring contemplated thereunder.

APPLICATION FOR WAIVER. The transactions described in “—(B) – Continuing Connected Transactions connected transactions subject to the Reportingreporting, Annual Review annual review and Announcement Requirements announcement requirements but exempt exempted from Independent Shareholdersthe independent shareholders’ Approval Requirementapproval requirement” in this section constitutes our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review and announcement requirements but exempt exempted from the independent shareholders’ approval requirement under Chapter 14A of the Listing Rules. The transactions described in “—(C) – Continuing Connected Transactions connected transactions subject to the Reportingreporting, Annual Reviewannual review, Announcement announcement and Independent Shareholdersthe independent shareholders’ Approval Requirementsapproval requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. In As these continuing connected transactions are expected to continue after the [REDACTED], our Company considers that strict compliance with the announcement and/or independent shareholders’ approval requirements, as applicable, would be impractical, unduly burdensome and would impose unnecessary administrative cost upon our Company. As such, in respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied to the Stock Exchange for, and the Stock Exchange [has granted] us], waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(B) – Continuing Connected Transactions connected transactions subject to the Reportingreporting, Annual Review annual review and Announcement Requirements announcement requirements but exempt exempted from Independent Shareholdersthe independent shareholders’ Approval Requirementapproval requirement”; and the announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) – Continuing Connected Transactions connected transactions subject to the Reportingreporting, Annual Reviewannual review, Announcement announcement and Independent Shareholdersthe independent shareholders’ Approval Requirements” in this sectionapproval requirements”, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from the above waivers sought on the strict compliance of the announcement and independent shareholders’ approval requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreements with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The transactions described in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Review, Announcement Requirements but exempt from the Independent Shareholders’ Approval Requirement” in this section constitutes constitute our continuing connected transactions under the Listing Rules, which are exempt from the independent Shareholders’ approval requirements but subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers exempting us our Group from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Review, Announcement Requirements but exempt from the Independent Shareholders’ Approval Requirement”; and the announcement and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from the above waivers sought on the strict compliance of the announcement and independent Shareholders’ approval requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreements with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The transactions transaction described in “—— (B) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review and Announcement Requirements but exempt from Exempt From Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions transaction under the Listing Rules, which are is subject to the reporting, annual review and announcement requirements but exempt from independent shareholdersShareholders’ approval requirement of the Listing Rules. The transactions described in “—— (C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules which are subject to the reporting, annual review, announcement announcement, circular and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us, waivers exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—— (B) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review and Announcement Requirements but exempt from Exempt From Independent Shareholders’ Approval Requirement”; and the announcement announcement, circular and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—— (C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from such waivers sought on the strict compliance with the respective requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any of the terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreement with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules, unless we apply for and separate waiver is obtained from, the Stock Exchange.

APPLICATION FOR WAIVER. The transactions described in “—(BA) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from Independent Shareholders’ Approval Requirement” in this section constitutes our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Circular and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are exempt from the circular and independent Shareholders’ approval requirements but subject to the reporting, annual review and announcement requirements of the Listing Rules. The transactions described in “—(B) Continuing Connected Transaction subject to the Reporting, Annual Review, Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review, announcement announcement, circular and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers exempting us our Group from strict compliance with (i) the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(BA) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Circular and Independent Shareholders’ Approval Requirement”Requirements” in this section; and (ii) the announcement announcement, circular and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(CB) Continuing Connected Transactions Transaction subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from the above waivers sought on the strict compliance of the announcement, circular and independent Shareholders’ approval requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any terms of the transactions contemplated under the agreements mentioned above are altered or if we enter into any new agreements with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The transactions described in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Independent Shareholders’ Approval Requirement” in this section constitutes constitute our continuing connected transactions under the Listing Rules, which are exempt from the independent Shareholders’ approval requirements but subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of the Listing Rules. The transactions described in “—(C) Continuing Connected Transactions Transaction subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers exempting us our Group from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction as disclosed in “—(B) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Independent Shareholders’ Approval Requirement”” in this section; and the announcement and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—(C) Continuing Connected Transactions Transaction subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from the above waivers sought on the strict compliance of the announcement and independent Shareholders’ approval requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreements with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Stock Exchange.

APPLICATION FOR WAIVER. The Pursuant to the Listing Rules, the transactions described in under the sub-section “—– (BC) Continuing Connected Transactions subject Subject to the Reporting, Annual Review and Announcement Requirements but exempt But Exempt from the Independent Shareholders’ Approval Requirement” in of this section constitutes constitute our continuing connected transactions under the Listing Rules, which that are exempt from independent Shareholders’ approval requirements but subject to the reporting, annual review and announcement requirements but exempt from independent shareholders’ approval requirement of Chapter 14A of the Listing Rules. The Pursuant to the Listing Rules, the transactions described in under the sub-section “—– (CD) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in of this section constitute our continuing connected transactions under the Listing Rules which are that shall be subject to the reporting, annual review, announcement and independent shareholdersShareholders’ approval requirements of Chapter 14A of the Listing Rules. In respect of these continuing connected transactions, pursuant to we have applied and the Hong Kong Stock Exchange [has granted] in accordance with Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us, waivers exempting us from strict compliance with (i) the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction transactions as disclosed described in “—– (BC) Continuing Connected Transactions subject Subject to the Reporting, Annual Review and Announcement Requirements but exempt But Exempt from the Independent Shareholders’ Approval Requirement”” in this section; and (ii) the announcement and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed described in “—– (CD) Continuing Connected Transactions subject Transaction Subject to the Reporting, Annual Review, Announcement and Independent Shareholders’ Approval Requirements” in this section, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). If any terms of the transactions contemplated under the abovementioned agreements are altered or if our Company enters into any new agreements with any connected persons in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules unless we apply for and obtain a separate waiver from the Hong Kong Stock Exchange.

APPLICATION FOR WAIVER. The transactions described in the paragraph headed “—(BA) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Circular and Independent Shareholders’ Approval RequirementRequirements” in this section above constitutes our continuing connected transactions under the Listing Rules, which are subject to the reporting, annual review and announcement requirements but exempt from the circular and independent shareholdersShareholders’ approval requirement requirements of the Listing Rules. The transactions described in the paragraph headed “—(CB) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this section above constitute our continuing connected transactions under the Listing Rules Rules, which are subject to the reporting, annual review, announcement announcement, circular and independent shareholdersShareholders’ approval requirements of the Listing Rules. In respect of these continuing connected transactions, pursuant to Rule 14A.105 of the Listing Rules, we have applied for, and the Stock Exchange [has granted] us], waivers waiver exempting us from strict compliance with the announcement requirement under Chapter 14A of the Listing Rules in respect of the continuing connected transaction transactions as disclosed in the paragraph headed “—(BA) Continuing Connected Transactions subject to the Reporting, Annual Review and Announcement Requirements but exempt from the Circular and Independent Shareholders’ Approval Requirement”Requirements” above; and the announcement announcement, circular and independent shareholdersShareholders’ approval requirements under Chapter 14A of the Listing Rules in respect of the continuing connected transactions as disclosed in the paragraph headed “—(CB) Continuing Connected Transactions subject to the Reporting, Annual Review, Announcement Announcement, Circular and Independent Shareholders’ Approval Requirements” in this sectionabove, subject to the condition that the aggregate amounts of the continuing connected transactions for each financial year shall not exceed the relevant amounts set forth in the respective annual caps (as stated above). Apart from such waivers sought on the strict compliance with the respective requirements, we will comply with the relevant requirements under Chapter 14A of the Listing Rules. If any of the terms of the transactions contemplated under the agreements mentioned above are altered or if our Company enters into any new agreement with any connected person in the future, we will fully comply with the relevant requirements under Chapter 14A of the Listing Rules, unless we apply for and separate waiver is obtained from, the Stock Exchange.