BOARD’S APPROVAL. The Agreements were approved by the Board. Since no Director has material interest in the transactions contemplated under the Agreements, thus none of the Directors abstained from voting at the Board’s meeting to approve the Agreements.
BOARD’S APPROVAL. Each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement was approved by the Board. As at the date of this announcement, there is no overlapping directors between the Company and CAVIP. Only one executive Director concurrently serves as the chairman of the Parent Company, one executive Director and three non-executive Directors concurrently serve as the deputy general managers of the Parent Company, and there is no overlapping senior management between the Company and CAVIP. Moreover, none of the Directors personally has any material interest in the transactions contemplated under the 2022 Supplemental Traveller Services Resources Usage Agreement or the Frequent Traveller Paid Membership Management Agreement. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the 2022 Supplemental Traveller Services Resources Usage Agreement, the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since CAVIP is a wholly-owned subsidiary of the Parent Company, CAVIP is therefore a connected person of the Company. Accordingly, each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.54 of the Listing Rules, as the 2022 Supplemental Traveller Services Resources Usage Agreement constitutes a material change to the terms of the 2020 Traveller Services Resources Usage Agreement, the Company is required to re-comply with the relevant requirements of Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the 2022 Supplemental Traveller Services Resources Usage Agreement is more than 0.1% but less than 5%, the 2022 Supplemental Traveller Services Resources Usage Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval require...
BOARD’S APPROVAL. The BACT Premises Leasing Agreement and the transactions contemplated thereunder, including the annual caps, were approved by the Board. As at the date of this announcement, there are no overlapping directors and senior management between the Company and BACT. Moreover, while the executive Directors and the non-executive Directors concurrently serve as director or senior management of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the BACT Premises Leasing Agreement entered into by the Company and BACT. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the BACT Premises Leasing Agreement and the transactions contemplated thereunder, including the annual caps. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. BACT is a wholly-owned subsidiary of the Parent Company and is therefore a connected person of the Company. Accordingly, the BACT Premises Leasing Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) in respect of the BACT Premises Leasing Agreement is more than 0.1% but less than 5%, the BACT Premises Leasing Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The Domestic Retail Resources Usage Agreement and the transactions contemplated thereunder, including the annual caps, were approved by the Board. As at the date of this announcement, there are no overlapping directors between the Company and Beijing Airport Commercial and Trading. Moreover, while the executive Directors and the non- executive Directors concurrently serve as directors or senior management of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the Domestic Retail Resources Usage Agreement entered into between the Company and Beijing Airport Commercial and Trading. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the Domestic Retail Resources Usage Agreement and the transactions contemplated thereunder. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since Beijing Airport Commercial and Trading is a wholly-owned subsidiary of the Parent Company, Beijing Airport Commercial and Trading is therefore a connected person of the Company. Accordingly, the transactions contemplated under the Domestic Retail Resources Usage Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) in respect of the Domestic Retail Resources Usage Agreement is more than 5%, the transactions contemplated under the Domestic Retail Resources Usage Agreement are therefore subject to the reporting, annual review, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The Assets Transfer Agreement and the transaction contemplated thereunder were approved by the Board. As at the date of this announcement, Xx. Xxxx Xxxxxxx (executive Director and the chairman of the Board), Xx. Xxx Xxxxxxxx (executive Director), Xx. Xxx Xxxxxxxx (non-executive Director), Mr. Xxxx Xxx (non-executive Director) and Mr. Xx Xxxxx (non-executive Director) concurrently serve as director or senior management of the Parent Company. Therefore, the above Directors are deemed or may be perceived to have a material interest in the Assets Transfer Agreement and have abstained from voting on the Board resolutions approving the Assets Transfer Agreement and the transaction contemplated thereunder. Save as disclosed above, none of the other Directors has a material interest in the Assets Transfer Agreement and the transaction contemplated thereunder and has abstained from voting at the Board resolutions approving the same. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. The Parent Company is therefore a connected person of the Company. Accordingly, the transaction under the Assets Transfer Agreement constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Assets Transfer Agreement is more than 0.1% but less than 5%, the Assets Transfer Agreement is subject to the reporting and announcement requirements, but is exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The Financial Services Agreement was approved by the Board. As at the date of this announcement, there is no overlapping directors between the Company and the Parent Company or Finance Company. Certain executive and non-executive Directors concurrently serve as the general manger and deputy general managers of the Parent Company only, and there is no overlapping senior management between the Company and Finance Company. Moreover, none of the Directors personally has any material interest in the transactions contemplated under the Financial Services Agreement. Therefore, none of the Directors abstained from voting at the Board meeting to approve the Financial Services Agreement and the transactions contemplated thereunder. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since Finance Company is a subsidiary of the Parent Company, Finance Company is therefore a connected person of the Company. Accordingly, the Financial Services Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) in respect of the maximum daily balance of deposits (including the interest accrued thereon) under the Financial Services Agreement is more than 0.1% but less than 5%, the provision of the deposit services by Finance Company to the Company under the Financial Services Agreement is subject to the reporting, annual review and announcement requirements, but exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. The loan and guarantee services to be provided by Finance Company to the Company under the Financial Services Agreement will constitute financial assistance to be provided by a connected person for the benefit of the Company. Given that such financial assistance is on normal commercial terms or on terms that are similar to or more favourable than those offered by independent third parties for comparable services in the PRC, which is not secured by the assets of the Company, it is exempt from the reporting, annual review, announcement and Independent Shareholders’ approval requirements under Rule 14A.90 of the Listing Rules. As the highest applicable percentage ratio (as defined under Ru...
BOARD’S APPROVAL. The Service Building Staff Restaurant Services Management Agreement and the transactions contemplated thereunder, including the annual caps, were approved by the Board. As at the date of this announcement, there are no overlapping directors and senior management between the Company and Beijing Jingrui. Moreover, while the executive Directors and the non- executive Directors concurrently serve as director, senior management or hold other senior position(s) of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the Service Building Staff Restaurant Services Management Agreement entered into by the Company and Beijing Jingrui. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the Service Building Staff Restaurant Services Management Agreement and the transactions contemplated thereunder, including the annual caps. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company as at the date of this announcement. Since Beijing Jingrui is a wholly-owned subsidiary of Beijing Airport Tourism Business, and Beijing Airport Tourism Business is a wholly-owned subsidiary of the Parent Company, Beijing Jingrui is therefore a connected person of the Company. Accordingly, the Service Building Staff Restaurant Services Management Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the transactions contemplated under the Service Building Staff Restaurant Services Management Agreement is more than 0.1% but less than 5%, the Service Building Staff Restaurant Services Management Agreement is subject to the reporting, announcement and annual review requirements, but is exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. Xx. Xxxxx Xxx-xxxx, Xxxxx, Xx. Xxxxx Chi-kong, Xxxxxx and Xx. Xxxx Man-xxxx, Xxxxx are common directors of NWDS and the Company. Xx. Xxxx Man-xxxx, Xxxxx holds directorships in companies controlled by NWDS. None of the Directors has a material interest in the Termination Agreement, and accordingly, none of them is required to abstain from voting on the relevant board resolutions. The Termination Agreement has been approved by way of written resolutions by all Directors.
BOARD’S APPROVAL. The Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver were approved by the Board on 20 March 2015 to be inserted by the Company and none of the Directors has any material interest in the transactions contemplated thereunder. Xx. Xxxx Xxxxxxx and Xx. Xx Xxxxxxxxx have abstained from voting at the Board’s meeting to approve the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver by virtue of being the management staff of Xxxxxxxx Xxxxxxx. LISTING RULES IMPLICATIONS As at the date of this announcement, Xxxxxxxx Xxxxxxx is the controlling Shareholder of the Company. Zhaojin Refinery, Goldsoft Technology and Zhaojin Import and Export are subsidiaries of Xxxxxxxx Xxxxxxx and are therefore connected persons of the Company and the transactions contemplated under the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Given that each of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of each of the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver is less than 5%, the transactions under the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver are subject to the reporting and announcement requirements but are exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The seventeenth meeting of the eighth session of the Board of the Company has approved the transaction under the Entrusted Loan Agreement. None of the Directors has any material interests in the Entrusted Loan Agreement. Those connected Directors, namely Xxxx Xxxxxxx, Xx Xxxxxxx and Xxxxx Xxxxxxx (all of whom are the key management personnel of CDC), have abstained from voting for approval of such resolution in accordance with the listing rules of the Shanghai Stock Exchange.
