Historical figures. The historical amounts of the fees for the provision of gold refining services by Xxxxxxx Refinery to the Group for the three years ended 31 December 2012, 31 December 2013 and 31 December 2014 are set out as follows: Gold refinery fee payable by For the year ended 31 December 2012 RMB’ million (approximately) For the year ended 31 December 2013 RMB’ million (approximately) For the year ended 31 December 2014 RMB’ million (approximately) the Group to Zhaojin Refinery 6.79 7.24 4.49 Annual cap The Company expects that the annual cap for the fees payable by the Company to Zhaojin Refinery for the provision of gold refining services for the three years ending 31 December 2015, 31 December 2016 and 31 December 2017 shall not exceed RMB7,500,000, RMB8,800,000 and RMB9,900,000, respectively. The above annual caps are arrived at after taking into account (i) the historical fees payable by the Company to Zhaojin Refinery for the provision of gold refining services; and (ii) the expected increase in the sales and production of gold by the Group. Reasons for and benefits of entering into the Gold Refinery Agreement As stated in the Prospectus, PRC laws and regulations require gold refining to be carried out at a refinery that has been licensed by the Shanghai Gold Exchange to produce standard gold bullion. The Group is not a qualified gold refinery and has to rely on other enterprises that possess the relevant licence to refine crude gold to standard gold bullion. Zhaojin Refinery is a licensed gold refinery in the PRC and has been commissioned by the Company to refine its gold since its incorporation. Given the aforesaid and after taking into account the terms of the Gold Refinery Agreement, the Directors (including the independent non-executive Directors) consider that the entering into of the Gold Refinery Agreement is in the interests of the Company and the Shareholders as a whole, and the terms thereof are fair and reasonable, entered into on normal commercial terms and in the ordinary and usual course of business of the Company.
Historical figures. The historical transaction amounts of the Master Sales Agreement (2019) and the corresponding annual caps during the relevant years are as follows: Annual caps (in RMB’000) (Note) Actual amount (in RMB’000) For the For the For the For the year For the For the 6 months year ended year ended ending year ended year ended ended 31 December 31 December 31 December 31 December 31 December 30 June 2020 2021 2022 2020 2021 2022 Master Sales Agreement (2019) 310,000 500,000 580,000 85,702 317,896 119,240 Note: Annual caps figures in the table above are derived from the announcements of the Company dated 31 December 2019 and 4 November 2021. It is expected that the actual transaction amount for the year ending 31 December 2022 will not exceed the proposed annual cap for the corresponding year.
Historical figures. For the two years ended 31 December 2017 and 2018 and for the 10 months ended 31 October 2019, the Group’s sale of aluminium profiles to Jiangxi Jingxing was approximately RMB115.4 million, RMB65.6 million and RMB76.8 million respectively.
Historical figures. For the two years ended 31 December 2018 and 2019 and the nine months ending 30 September 2020, the rental amount of property leased by the Group to Jiangxi Jingxing was approximately RMB2,200,000, RMB2,700,000 and RMB2,678,000 respectively. Annual Cap The Annual Cap for the transactions contemplated under Tenancy Agreement B is set out below: For the three months ending 31 December Annual Cap amount (RMB) 2020 (1 October 2020 to 31 December 2020) 911,463 The above Annual Cap is arrived at by translating the monthly rent of RMB303,821 into rent receivable by Xxxxxxx Xxxxxx for the three months ending 31 December 2020 under the Tenancy Agreement B. In view of the above, the Directors (including the independent non-executive Directors) are of the view that the Annual Cap for the Tenancy Agreement B is fair and reasonable and in the interests of the Company and the Shareholders as a whole. Reasons for and benefits of the Tenancy Agreement B The Group is principally engaged in (i) the manufacture and sale of aluminium profiles which are applied as construction and industrial materials; and (ii) property development. Xxxxxxx Xxxxxx is principally engaged in the manufacture and sale of aluminium profiles. Xxxxxxx Xxxxxxxx is principally engaged in the manufacture and sale of aluminium panels. In view of the stable rental income to be generated under the Tenancy Agreement B and the rent and terms under the Tenancy Agreement B will not be more favourable to Jiangxi Jingxing than those offered to independent tenants, the Directors consider that the entering into the Tenancy Agreement B is in the interests of the Company and its Shareholders as a whole. INTERNAL CONTROLS – TENANCY AGREEMENTS The Group will undertake the following internal control measures to monitor the rents and terms of the transactions contemplated under each of the Tenancy Agreement A and Tenancy Agreement B and ensure that the rents and terms offered by the Landlords to the Tenants under the Tenancy Agreements will be no more favourable than rents and terms offered to independent tenants and that the Annual Caps are not exceeded:
Historical figures. The historical transaction amounts and the corresponding annual caps of the maximum daily outstanding balance of deposits under the Financial Services Framework Agreement (2017) during the relevant years are as follows: Annual caps (in RMB) (Note) Actual amount (in RMB) For the period from For the period from For the 24 April For the For the year 24 April For the 6 months 2017 to year ended ending 2017 to year ended ended 31 December 31 December 31 December 31 December 31 December 30 June 2017 2018 2019 2017 2018 2019 Maximum daily outstanding balance of deposits 360,000,000 530,000,000 530,000,000 358,153,000 528,211,000 529,457,000 Note: Annual caps figures in the table above are derived from the announcements of the Company dated 24 April 2017 and 18 May 2018. It is expected that the actual amount for the year ending 31 December 2019 will not exceed the proposed annual cap for the corresponding year.
Historical figures. The total amount of the continuing connected transactions in connection with the property management fee paid by the Group to the CEC Rida Group for each of the years ended 31 December 2015 and 2016 and the six months ended 30 June 2017 were RMB7,104,000, RMB6,224,000 and RMB2,871,000 respectively. Annual caps: It is expected that for each of the years ending 31 December 2018, 2019 and 2020, the maximum annual aggregate property management fee payable by the Group will not exceed the following respective amounts and such amounts have been set as the annual caps for the continuing connected transactions contemplated under the 2018 Master Property Management Agreement. Annual cap for the year ending 31 December 2018 2019 2020 (RMB’000) (RMB’000) (RMB’000) Property management fee payable by the Group to the CEC Rida Group 7,500 8,500 9,000 The annual cap for each of the years ending 31 December 2018, 2019 and 2020 is determined based on (i) the historical property management fee paid by the Group to the CEC Rida Group; (ii) the expected property management fee payable by the Group under the individual supplemental agreement(s) which may be entered into between the Group and the CEC Rida Group under the 2018 Master Property Management Agreement; and
Historical figures. According to the audited consolidated accounts of the NWDS Group for the two financial years ended 30 June 2008 and the unaudited consolidated management accounts of the NWDS Group for the nine months ended 31 March 2009, the aggregate approximate amounts of the Continuing Connected Transactions are as follows: For the financial year ended 30 June 2007 For the financial year ended 30 June 2008 For the nine months ended 31 March 2009 Master Management Agreement HK$69,526,000 HK$77,082,000 HK$48,163,000 (approximately RMB42,384,000) Master Leasing Agreement HK$111,797,000 HK$132,898,000 HK$86,098,000 (approximately RMB75,766,000) Concessionaire Counter Arrangements HK$12,375,000 HK$17,905,000 HK$15,073,000 (approximately RMB13,264,000) Master Services Agreement HK$22,144,000 HK$79,139,000 HK$29,133,000 (approximately RMB25,637,000) ANNUAL CAPS It is expected that the annual consideration payable under each of the Continuing Connected Transactions will not exceed the amount set out below (the “Annual Caps”): For the year ending 30 June 2010 2011 2012 Master Management RMB110,402,000 RMB126,962,000 RMB146,006,000 Agreement (approximately HK$125,373,000) (approximately HK$144,178,000) (approximately HK$165,805,000) Master Leasing RMB154,479,000 RMB224,415,000 RMB276,907,000 Agreement (approximately HK$175,427,000) (approximately HK$254,847,000) (approximately HK$314,456,000) Master RMB51,208,000 RMB74,734,000 RMB107,878,000 Concessionaire (approximately (approximately (approximately Counter Agreement HK$58,152,000) HK$84,868,000) HK$122,507,000) Master Services RMB141,998,000 RMB420,164,000 RMB413,766,000 Agreement (approximately HK$161,253,000) (approximately HK$477,139,000) (approximately HK$469,874,000) BASIS FOR THE ANNUAL CAPS The Annual Caps in respect of the Master Management Agreement have been determined by reference to historical transaction amounts, gross sales proceeds and rental income from third party operators. The Annual Caps in respect of the Master Leasing Agreement have been determined based on the historical transaction amounts, the terms of the leases and the expected growth in the number of new Stores. The Annual Caps in respect of the Master Concessionaire Counter Agreement have been determined based on the terms of the existing concessionaire counter agreements, the historical transaction amounts, the expected increase of sales of each of the concessionaire counters and the floor space of the CTF Jewellery Group alongside with the growth...
Historical figures. The relevant companies which will become Subsidiary of the Company after completion of the acquisition of the Target Group have conducted similar transactions with Hisense Group and/or Hisense Electric in the past. Details of such historical transaction amount are set out below:- Transaction amount for the provision of RMB42,561,500 property management service, medical service, (inclusive of value-added tax) material processing services, installation and maintenance, management consultancy and agency services for import and export, leasing, design, equipment management, advertising and information system maintenance by Hisense Group and/or Hisense Electric for the year ended 31 December 2009 Transaction amount for the provision of RMB 12,858,700 property management service, medical service, (inclusive of value-added tax) material processing services, installation and maintenance, management consultancy and agency services for import and export, leasing, design, equipment management, advertising and information system maintenance by Hisense Group and/or Hisense Electric for the three months ended 31 March 2010 Proposed Annual Cap The transactions contemplated by the Business Co-operation Framework Agreement 2 regarding the service provision from the date of approval of the agreement by the Independent Shareholders, which is expected to be on 4 June2010, to 31 December 2010 are subject to the annual cap set out below: From 4 June2010 to 31 December 2010 RMB 67,570,000 (inclusive of value-added tax) The above annual cap was determined with reference to (a) similar transactions between the Group with Hisense Group and/or Hisense Electric in the past; (b) the projected level of production and sale of electrical appliances of the relevant companies which will become Subsidiaries of the Company after completion of the acquisition of the Target Group and the Company from 4 June 2010 to 31 December 2010. The transactions contemplated under the Business Co-operation Framework Agreement 2 will constitute continuing connected transactions for the Company under the Hong Kong Listing Rules and should be aggregated with the similar transactions contemplated under the Business Cooperation Framework Agreement 1 dated 6 November 2009 for the purpose of Rules 14A.25 to 14A.27 of the Hong Kong Listing Rules. As such, upon approval by the Independent Shareholders, the annual cap for all similar continuing connected transactions including after sales services with Hisense Group...
Historical figures. The historical transaction amounts for the year ended 31 December 2010 and the six months ended 30 June 2011 concerning the transactions contemplated under the Master Service Agreement have been disclosed in the Announcement and the circular of the Company dated 8 December 2011. Given certain months have lapsed for the transactions since the entering into of the Master Service Agreement, the following table sets out the historical figures for the two years ended 31 December 2011 and the nine months ended 30 September 2012, and the respective original years ending 31 December 2012: annual caps for the three For the For the For the nine months ended 30 September 2012 (unaudited) (for actual amount only)/for year ended year ended the year ending Continuing 31 December 31 December 31 December Connected 2010 2011 2012 (for original Transactions (audited) (audited) annual cap only) HK$’000 HK$’000 HK$’000 Master Service Actual Agreement – service fee 4,502 22,535 42,734 – content income – – – Sub-total: 4,502 22,535 42,734 Original annual caps – service fee 17,466 62,365 54,758 – content income – 2,399 2,633 Sub-total: 17,466 64,764 57,391 4. Revision of annual caps Due to the increasing popularity and the proliferating demand for internet television products in the PRC, the Board expects that the original annual caps under the Master Service Agreement as disclosed in the Announcement and the circular of the Company dated 8 December 2011 will not be sufficient for (i) the expected amount of service fee to be paid by the Group under the Basic Services; and (ii) the amount of content income shared by the Group with TCL Corporation Group in relation to the Value Added Services for the three years ending 31 December 2014. The Board therefore proposes the original annual caps under the Master Service Agreement to be revised as follows: Continuing Connected For the year ending For the year ending For the year ending Transactions 31 December 2012 31 December 2013 31 December 2014 HK$’000 HK$’000 HK$’000 Master Service Agreement Original annual caps – service fee 54,758 76,554 100,770 – content income 2,633 7,088 15,268 Sub-total: 57,391 83,642 116,038 Revised annual caps – service fee 107,735 157,909 232,302 – content income 5,176 15,136 37,166 Sub-total: 112,911 173,045 269,468 5. Reasons for and benefits of the revised annual caps With the rising income per capita in the PRC, growing popularity of internet television products and stepping up of the Group’s research a...
Historical figures. The historical figures of the Securities and Financial Products Transactions contemplated under the 2018 Everbright Group Financial Products and Services Framework Agreement between the Group and the Everbright Group and its associates for each of the two financial years ended December 31, 2020 and for the six months ended June 30, 2021 are as follows: Approximate historical transaction figures for the Securities and Financial Products Transactions for the year ended December 31, six months ended June 30, In(1) Out(2) 2019 2020 2021 (RMB million) 117,600 165,100 60,200 134,500 168,900 65,400 Notes:
