CONNECTED TRANSACTION Sample Clauses

CONNECTED TRANSACTION. Minmetals Aluminium (as seller) entered into the Agreement in its ordinary course of business with Suzhou Huameida (as buyer) to sell approximately 900 tonnes of aluminium ingots between the period from May to July 2007 subject to the terms and conditions of the Agreement. The consideration under the Agreement was determined after arm’s length negotiations by reference to the prevailing market price of aluminium ingots. The aggregate consideration of the Agreement when fully executed will be about RMB18,000,000 (equivalent to approximately HK$18,000,000). Suzhou Huameida is engaged in the aluminium scraps processing and sales of secondary aluminium alloys. As Suzhou Huameida is wholly owned by Minmetals Inc. which in turn is wholly owned by China Minmetals, the ultimate controlling shareholder of the Company, Suzhou Huameida is regarded as an associate of China Minmetals and therefore is a connected person of the Company under the Listing Rules. As such, the Agreement constitutes a connected transaction for the Company under Chapter 14A of the Listing Rules.

CONNECTED TRANSACTION. The Transaction constitutes a connected transaction for each of GZT and GZI under the Listing Rules. However, prior approval from the respective shareholders of GZT and GZI is not required pursuant to Rule 14.25(1)(a) of the Listing Rules as the Total Consideration amounts to less than 3 per cent. of the book value of the consolidated net tangible assets of each of GZT and GZI as at 31st December 2000. Details of the Transaction will be included in the next respective annual reports and accounts of GZT and GZI in accordance with the requirements of the Listing Rules.

CONNECTED TRANSACTION. THE AGREEMENT LISTING RULES IMPLICATIONS

CONNECTED TRANSACTION. On 16 March 2015, the Lender (a wholly-owned subsidiary of the Company) entered into the Short-term Loan Agreement with the Borrower for short-term financing the wind power project in Pakistan to be operated by the Borrower. As each of the percentage ratios of the size test under the Listing Rules calculated with reference to the term of the Short-term Loan Agreement is less than 5% for the Group, the Short-term Loan Agreement is only subject to the reporting and announcement and is exempted from the independent shareholders’ approval requirement under Chapter 14A of the Listing Rules. United Energy Group Limited (the “Company”) is pleased to announce that United Energy Pakistan Limited (the “Lender”), a wholly-owned subsidiary of the Company, entered into the Short-term Loan Agreement with UEP Wind Power (PVT.) Limited (the “Borrower”) on 16 March 2015. Lender: United Energy Pakistan Limited, a limited liability company incorporated in the Republic of Mauritius and a wholly-owned subsidiary of the Company. Borrower: UEP Wind Power (PVT.) Limited, a limited liability company incorporated in Pakistan and a subsidiary of Orient Group Investment Holding Limited (“OGIHL”) which substantial shareholder is Mr. Xxxxx Xxxx Xxx, the Chairman and Executive Director of the Company. The upper limit of the loan is not exceeded US$8,000,000. The Borrower may drawdown the loan within the term period. The term period is commencing from 16 March 2015 to 31 December 2015 (both days inclusive).

CONNECTED TRANSACTION. As Ko Bee is substantial shareholder of the Company, the Loan Capitalisation constitutes a connected transaction for the Company under Rule 14.26 of the Listing Rules and will be subject to the approval by the Independent Shareholders at the SGM. Ko Bee and its associates (as defined under the Listing Rules) will abstain from voting on the resolutions approving the Loan Capitalisation at the SGM. An independent board committee will be formed to consider the terms of the Loan Capitalisation and an independent financial adviser will be appointed to advise the independent board committee in this regard. RANKING AND RIGHT OF LOAN CAPITALISATION SHARES The Loan Capitalisation Shares will rank pari passu in all respects among themselves and with all other Shares in issue or to be issued by the Company on or prior to completion of the Loan Capitalisation including the rights to all dividends and other distributions declared, made or paid at any time after the date of issue and allotment. CHANGES TO THE SHAREHOLDING AS A RESULT OF THE LOAN CAPITALISATION The effect of the Loan Capitalisation on the shareholding structure of the Company is as follows: Immediately before the Loan Capitalization Capitalization Number of Shares Approximate % Number of Shares Approximate % Ko Bee 50,902,088 60.40 67,902,088 67.05 Xxx. Xxxx 80,000 0.09 80,000 0.08 Xx. Xxx 5,603 0.01 5,603 0.01 COSCO 6,614,720 7.85 6,614,720 6.53 Public 26,666,493 31.65 26,666,493 26.33 Total 84,268,904 100 101,268,904 100 GENERAL INFORMATION The principal activities of the Group are property development, property leasing and provision of building management services. The Company will submit an application to the Stock Exchange for the listing of, and permission to deal in, the Loan Capitalisation Shares pursuant to the Loan Capitalisation Agreement. An independent board committee will be formed to consider the terms of the Loan Capitalisation. An independent financial adviser will be appointed to advise the independent board committee in this regard. A circular containing, amongst other things, details of the Loan Capitalisation, a letter from the independent board committee, a letter from the independent financial adviser setting out its advice in relation to the Loan Capitalisation and a notice of the SGM, will be despatched to the Shareholders as soon as practicable and in compliance with the requirements of the Listing Rules. At the request of the Company, trading in the Shares of the Company has be...

CONNECTED TRANSACTION. CONSULTATION FRAMEWORK AGREEMENT C3 ASSETS TRANSFER AGREEMENT

CONNECTED TRANSACTION. Xx. Xxxx is the sole shareholder of Super Empire Investments Limited (“Super Empire”), a substantial shareholder of the Company and is, therefore, an associate of Super Empire (within the meaning of the Listing Rules). As at the date of Service Agreement, Super Empire holds approximately 15.7% of the issued share of the Company. Accordingly, Xx. Xxxx is a connected person (within the meaning of the Listing Rules) of the Company.

CONNECTED TRANSACTION. THE AGREEMENT

CONNECTED TRANSACTION. Pointeam is a wholly-owned subsidiary of the Company. The equity interest in Intra-Italy has been owned as to 70% by Xxxxxxxx and 30% by Xxxxxx since 2001. Since Xxxxxx is a substantial shareholder of Intra-Italy, which is a subsidiary of the Company, Xxxxxx is a connected person of the Company under the Listing Rules. Therefore, the entering into of the Assignment Agreement constitutes a connected transaction under the Listing Rules. As each of the appropriate percentage ratios defined under the Listing Rules is less than 2.5%, the Assignment Agreement is discloseable under Rule 14A.32(1) of the Listing Rules and is exempt from the independent shareholders’ approval requirement of Chapter 14A of the Listing Rules. Details of the Assignment Agreement will also be included in the Company’s next published annual report in accordance with Rule 14A.45 of the Listing Rules.

CONNECTED TRANSACTION. TRADEMARK LICENSING AGREEMENT