CONFIRMATION BY THE BOARD. The Directors (including the independent non-executive Directors) are of the view that: (a) it is beneficial for the Group to enter into the New Lease Agreement as it will facilitate the operation and growth of the Group’s business; (b) the New Lease Agreement was entered into in the ordinary and usual course of business of the Group and will be conducted on normal commercial terms or better, and are fair and reasonable and in the interests of the Company and its Shareholders as a whole; and (c) the revised annual caps are fair and reasonable and in the interests of the Company and its Shareholders as a whole. On August 30, 2017, the Board considered and approved the resolutions in relation to the entering into of the New Lease Agreement and revised annual caps of the Transactions. As Xx. Xx Xxxx, an executive Director, is also one of the Lessors to the New Lease Agreement, he is deemed to have material interests in the New Lease Agreement. He has abstained from voting on the Board resolutions for approving the New Lease Agreement and the revised annual caps of the Transactions. As Xx. Xx Xxx is the sister of Xx. Xx Xxxx and hence a close associate of Xx. Xx Xxxx, Xx. Xx Xxx has also abstained from voting on the Board resolutions for approving the New Lease Agreement and the revised annual caps of the Transactions.
CONFIRMATION BY THE BOARD. The Directors (including the independent non-executive Directors) are of the view that: (a) it is beneficial for the Group to enter into the 2019 Lease Agreements as they will facilitate the operation and growth of the Group’s business; (b) the 2019 Lease Agreements were entered into in the ordinary and usual course of business of the Group and will be conducted on normal commercial terms, and are fair and reasonable and in the interests of the Company and its Shareholders as a whole; and (c) that the annual caps set for the transactions contemplated under the 2019 Lease Agreements are fair and reasonable and in the interests of the Company and its shareholders as a whole. On November 23, 2018, the Board considered and approved the resolutions in relation to the entering into of the 2019 Lease Agreements and annual caps set for the transactions contemplated under the 2019 Lease Agreements. As Mr. Xx Xxxx, the Chairman of the Board and an executive Director, and Xx. Xx Xxx, an executive Director, are deemed to have material interests in the 2019 Lease Agreements, they have abstained from voting on the Board resolutions for approving the 2019 Lease Agreements and the annual caps set for the transactions contemplated under the 2019 Lease Agreements. As Xx. Xx Xxxx is a brother of Xx. Xx Xxx and hence a close associate of Xx. Xx Xxx, Xx. Xx Xxxx has also abstained from voting on the Board resolutions for approving the 2019 Lease Agreements and the annual caps set for the transactions contemplated under the 2019 Lease Agreements.
CONFIRMATION BY THE BOARD. The Directors, including the independent non-executive Directors, are of the view that the Financial Services Agreement is on normal commercial terms, which are fair and reasonable and are in the interest of the Company and Shareholders as whole. The Directors, including the independent non-executive Directors, also believe that the terms and relevant maximum daily loan balance of the transactions thereunder are fair and reasonable and are in the interests of Shareholders taken as a whole.
CONFIRMATION BY THE BOARD. The Directors, including the independent non-executive Directors, are of the view that, the connected transaction under the Mining Right Leasing Agreement has been entered into on normal commercial terms in the ordinary and usual course of business of the Company, which are fair and reasonable and are in the interest of the Company and its Shareholders as a whole. The Directors, Xx. Xx Guohong, Xx. Xxxx Lijun and Ms. Xxxx Xxxxxxxx, also hold senior management positions in SDG Group Co., are deemed to have material interests in the connected transaction contemplated under the Mining Right Leasing Agreement and have abstained from voting on the relevant resolution of the Board. Save for the Directors mentioned above, none of the other Directors has or is deemed to have a material interest in the Mining Right Leasing Agreement.
CONFIRMATION BY THE BOARD. The Board confirms that:
CONFIRMATION BY THE BOARD. The Board has considered the resolutions in relation to the Supplemental Agreements and the annual caps for the QX001S Framework Agreement. Xx. Xx Xx, a non-executive Director, is the general manager of investment department at Huadong Medicine, the parent company of Zhongmei Huadong. Since he may have conflicts of interest and for good corporate governance practice, Xx. Xx Xx has abstained from voting on the Board resolutions approving the Supplemental Agreements and the annual caps for the QX001S Framework Agreement. Save as aforesaid, none of the Directors has any material interest in the Supplemental Agreements and none of the Directors is required to abstain from voting on the relevant Board resolutions. The Board (including the independent non-executive Directors) considers that the terms of the Supplemental Agreements and the annual caps are (i) fair and reasonable; (ii) on normal commercial terms or better in the ordinary and usual course of business of the Group; and (iii) in the interests of the Company and its Shareholders as a whole.
CONFIRMATION BY THE BOARD. The Directors (other than the independent non-executive Directors who will form their view after considering the advice from Gram Capital and Xx. Xxx Shi who has abstained from voting due to his interest in the 2021 School Construction Framework Agreement), are of the view that, the terms of the 2021 School Construction Framework Agreement are fair and reasonable, on normal commercial terms and the 2021 School Construction Framework Agreement is entered into in the ordinary and usual course of business of the Group, and in the interests of the Company and the Shareholders as a whole. The Company’s Director, Xx Xxx Shi, being a controlling shareholder of the holding company of Nanyuan Construction, is deemed to have material interests in the continuing connected transactions contemplated under the 2021 School Construction Framework Agreement and has abstained from voting on the relevant resolution of the Board. Save for the Director mentioned above, none of the other Directors is or is deemed to have a material interest in the above transactions.
CONFIRMATION BY THE BOARD. The Directors, including the independent non-executive Directors, are of the view that, the above continuing connected transactions under the Financial Services Agreement have been entered into on normal commercial terms in the ordinary and usual course of business of CCCC Finance, are fair and reasonable and are in the interest of the Company and its Shareholders as a whole. The Directors, including the independent non-executive Directors, also believe that the terms and relevant maximum daily loan balance of the transactions thereunder are fair and reasonable and are in the interests of the Company and its Shareholders as a whole.
