DISCLOSEABLE AND CONNECTED TRANSACTIONS Sample Clauses

DISCLOSEABLE AND CONNECTED TRANSACTIONS. Reference is made to the announcements of the Company dated 17 April 2014 and 20 May 2014, which set out, among other things, the connected transactions of the Company. On 14 November 2014, Longhai Glass, a wholly-owned subsidiary of the Company, entered into the Longhai Glass Production Line Smoke Gas Dust Removal and Denitration Project Design and Installation Agreement and the Longhai Glass Production Line Smoke Gas Dust Removal and Denitration Project Equipment Agreement with EPR Institute, pursuant to which EPR Institute agreed to provide project design, construction and installation services for the purpose of the Longhai Smoke Gas Treatment Project at a consideration of RMB1,400,000 and agreed to supply whole set of equipment for the purpose of the Longhai Smoke Gas Treatment Project at a consideration of RMB3,800,000 respectively. On 14 November 2014, Longmen Glass, a wholly-owned subsidiary of the Company, entered into the Longmen Glass Production Line Smoke Gas Dust Removal and Denitration Project Design and Installation Agreement and the Longmen Glass Production Line Smoke Gas Dust Removal and Denitration Project Equipment Agreement with EPR Institute, pursuant to which EPR Institute agreed to provide project design, construction and installation services for the purpose of the Longmen Smoke Gas Treatment Project at a consideration of RMB1,900,000 and agreed to supply whole set of equipment for the purpose of the Longmen Smoke Gas Treatment Project at a consideration of RMB4,500,000 respectively. Except for the views of the independent non-executive Directors on the New Project Agreements, which will be expressed after considering the advice from the Independent Financial Adviser, the Directors are of the view that the New Project Agreements have been entered into on normal commercial terms and in the ordinary and usual course of business of the Group, the terms of the New Project Agreements are fair and reasonable and in the interests of the Shareholders and the Company as a whole. Set out below is a summary of the principal terms of the New Project Agreements: THE LONGHAI GLASS PRODUCTION LINE SMOKE GAS DUST REMOVAL AND DENITRATION PROJECT DESIGN AND INSTALLATION AGREEMENT Date 14 November 2014 Parties
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DISCLOSEABLE AND CONNECTED TRANSACTIONS. Summary Success Gate, a wholly-owned subsidiary of the Company, COSCO GZ and Guangzhou Yihe entered into the Co-operative Agreement on 12th June 2003 whereby the parties conditionally agreed to establish the JV Company and to develop the Project through the JV Company. Pursuant to the terms of the Co-operative Agreement, Success Gate, COSCO GZ and Guangzhou Yihe shall each contribute RMB51 million (approximately HK$47.91 million), RMB29 million (approximately HK$27.25 million), and RMB20 million (approximately HK$18.79 million) respectively to the registered capital of the JV Company thereby giving Success Gate, COSCO GZ and Guangzhou Yihe 51%, 29% and 20% equity interest in the JV Company respectively. In addition, the parties shall also advance in aggregate up to RMB100 million (approximately HK$93.95 million) by way of shareholders’ loans to the JV Company in the same proportion as their respective equity interests in the JV Company. Success Gate shall make its capital contribution and shareholder’s loan to the JV Company in foreign currency. The major terms and conditions of the Co-operative Agreement are set out in further detail in this announcement. It is intended that the JV Company shall purchase the Land for the Project from the Shenyang City Government via a public tender process for a consideration of RMB160 million (approximately HK$150.32 million). As the JV Company has not yet been established, Success Gate submitted a bid for the Land and was notified by the Shenyang City Government that the bid was successful on 6th June 2003. The Directors believe that the establishment of the JV Company and the Company’s participation in the Project through the JV Company shall provide the Group with good opportunities to expand its presence in the property market of the PRC and to fortify the Group’s financial and business positions. The Co-operative Agreement has been negotiated on an arm’s length basis and on normal commercial terms. The Directors consider that the terms are fair and reasonable insofar as the Independent Shareholders are concerned and the proposed investment by the Company in the JV Company is in the interests of the Company. As at 31st December 2002, the audited consolidated net tangible asset value of the Group was approximately HK$964 million. The entering into of the Co-operative Agreement by Success Gate whereby the JV Company with a total investment amount of RMB240 million (approximately HK$225.48 million) will become a subsidi...
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DISCLOSEABLE AND CONNECTED TRANSACTIONS. THE ACQUISITION On 24 September 2009 (after trading hours), the Vendors and the Purchaser, being an indirectly wholly-owned subsidiary of the Company, entered into the Acquisition Agreement. The Acquisition Agreement provides for the purchase of the Target Company by the Purchaser. The purchase will be effected by an acquisition of the Sale Capital and the Sale Debts. The total consideration is RMB24.2 million (about HK$27.5 million) (subject to adjustment, but in any event shall not exceed RMB563.5 million (about HK$639.4 million), which will be satisfied in cash in accordance with the terms and conditions as set out in the Acquisition Agreement. The Target Company has entered into the Existing Business Agreements pursuant to which it has agreed to purchase certain Equipment, engineering services and other assets for its Wind Power Generation Business. The contract sums under the Existing Business Agreements amounted to RMB559.1 million (about HK$634.4 million). The Group will, on completion of the Acquisition, become liable to pay all unpaid balances due under the Existing Business Agreements.
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DISCLOSEABLE AND CONNECTED TRANSACTIONS. REIMBURSEMENT AGREEMENTS On 31 March 2021, Qingchuangshe (the former tenant of the Premises) and Qingchuang Lixiang entered into the Deposits Reimbursement Agreement pursuant to which Qingchuang Lixiang agreed to pay to Qingchuangshe RMB6 million, being the Deposits which Qingchuangshe previously paid to Xxxx Xxxx Investment pursuant to the Former Cooperation Agreement. Xxxx Xxxx Investment shall return the Deposits to Qingchuang Lixiang after the expiry of the Cooperation Agreement. On 31 March 2021, Qingchuangshe and Qingchuang Lixiang entered into the Expense Reimbursement Agreement pursuant to which Qingchuang Lixiang agreed to pay to Qingchuangshe approximately RMB2.3 million, being the sum of the rental from January 2021 to March 2021 and the renovation costs which Qingchuangshe previously incurred pursuant to the Former Cooperation Agreement. KEY TERMS OF THE DEPOSITS REIMBURSEMENT AGREEMENT Date: 31 March 2021 Parties: (i) Qingchuangshe; and
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DISCLOSEABLE AND CONNECTED TRANSACTIONS. ENTRUSTED LOAN FRAMEWORK AGREEMENT On 29 June 2015, the Company and ICBC Xuanwu Branch entered into the Entrusted Loan Framework Agreement, pursuant to which, the Company entrusted ICBC Xuanwu Branch to act as the lending agent to provide entrusted loan of an aggregate amount of RMB4.0 billion to Duolun Coal Chemical Company during the term of the agreement. ENTRUSTED LOAN AGREEMENT On 29 June 2015, the Company and Xilinhaote Mining Company entered into the Entrusted Loan Agreement with Construction Bank Railway Sub-branch, pursuant to which, the Company agreed to entrust Construction Bank Railway Sub-branch to act as the lending agent to provide entrusted loan of an aggregate amount of RMB2.0 billion to Xilinhaote Mining Company during the term of the agreement. LISTING RULES IMPLICATIONS
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DISCLOSEABLE AND CONNECTED TRANSACTIONS. (1) DEBT CONFIRMATION AGREEMENT
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Related to DISCLOSEABLE AND CONNECTED TRANSACTIONS

  • CONTINUING CONNECTED TRANSACTIONS On 28 December 2018, the Company entered into the Conditional Master Agreement for the sales and purchases of electronic components and distribution of SHARP products and distribution of other brand products under the Hon Hai Group between the Group and the Hon Hai Group in place of the Previous Master Agreement with Hon Hai dated 9 November 2015 which will expire on 31 December 2018. In anticipation of such continuing sales and purchases of electronic components and distribution of SHARP products and distribution of other brand products under the Hon Hai Group between the Group and the Hon Hai Group in future, the Group entered into the Conditional Master Agreement with Hon Hai for the next 3 financial years during the period between 1 January 2019 and 31 December 2021 (both dates inclusive). LISTING RULES IMPLICATIONS Foxconn, being a wholly owned subsidiary of Hon Hai, is interested in 19.81% of the issued share capital of the Company and a substantial shareholder of the Company. FIT Taiwan, Huai An Fulitong Trading and SHARP are non-wholly owned subsidiaries of Hon Hai. Therefore, Hon Hai, Foxconn, FIT Taiwan, Huai An Fulitong Trading, SHARP and their respective associates are connected persons of the Company and the Continuing Connected Transactions constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the applicable Percentage Ratios for the Purchase Caps and the Sale Caps are expected to exceed 5% on an annual basis, the Continuing Connected Transactions constitute non-exempt continuing connected transactions of the Company and the Conditional Master Agreement, the Caps and the Continuing Connected Transactions contemplated thereunder are subject to the disclosure and Independent Shareholders’ approval, annual review by the independent non-executive Directors and auditors and annual reporting requirements under Chapter 14A of the Listing Rules. As the SGM will be convened after 1 January 2019, the Company will comply with the requirement under Rule 14A.34 of the Listing Rules and enter into written agreements for all connected transactions carried out during the period between 1 January 2019 and the date of SGM.

  • Foreign-Owned Companies in Connection with Critical Infrastructure If Texas Government Code, Section 2274.0102(a)(1) (relating to prohibition on contracts with certain foreign-owned companies in connection with critical infrastructure) is applicable to this Contract, pursuant to Government Code Section 2274.0102, Contractor certifies that neither it nor its parent company, nor any affiliate of Contractor or its parent company, is: (1) majority owned or controlled by citizens or governmental entities of China, Iran, North Korea, Russia, or any other country designated by the Governor under Government Code Section 2274.0103, or (2) headquartered in any of those countries.

  • PERMITTED TRANSACTIONS The Member is free to engage in any activity on its own or by the means of any entity. The Member’s fiduciary duty of loyalty, as it applies to outside business activities and opportunities, and the “corporate opportunity doctrine,” as such doctrine may be described under general corporation law, is hereby eliminated to the maximum extent allowed by the Act.

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