Common use of INFORMATION OF THE PARTIES Clause in Contracts

INFORMATION OF THE PARTIES. The Company is a joint stock company established under the laws of the PRC with limited liability on March 1, 1997, the H Shares of which are listed on the Main Board of the Stock Exchange. It is principally engaged in investing in, developing and operating high-grade roads in the PRC. The Group is also engaged in expressway-related development and operation, as well as securities business. Jiaxing Branch was formerly known Zhejiang Jiaxing Expressway Co., Ltd. which has been absorbed and merged by LongLiLiLong Co, a wholly-owned subsidiary of the Company as of the date of this announcement and its main assets and business continued to exist under Jiaxing Branch. Jiaogong Group is an indirectly owned subsidiary of Communications Group established under the laws of the PRC. Jiaogong Group is principally engaged in the construction, design and technical services of roads, bridges, tunnels, ports, waterways, navigation locks, airports, municipalities, railways, urban railways and underground corridors and other transportation projects; highway management and maintenance, urban greening management, municipal facilities management; construction projects and other businesses. Jiaogong Underground Construction is a wholly owned subsidiary of Jiaogong Group established under the laws of the PRC. Jiaogong Underground Construction is principally engaged in construction services for building works, building decoration, environmental protection and municipal works. Zhejiang Commercial is a wholly owned subsidiary of Communications Group established under the laws of the PRC. Zhejiang Commercial is principally engaged in service area planning and design, investment operation and construction, integrated energy supply and management, retail chains, advertising, catering and other related businesses. LISTING RULE IMPLICATIONS As at the date of this announcement, Communications Group holds approximately 67% of the issued share capital of the Company. By virtue of this shareholding interest, Communications Group is a controlling shareholder of the Company. As at the date of this announcement, Jiaogong Group and Jiaogong Underground Construction are indirectly non-wholly owned subsidiaries of Communications Group, and are therefore connected persons of the Company. As a result, the transaction contemplated under the Construction Agreement constitutes a connected transaction for the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio in respect of the transaction contemplated under the Construction Agreement is more than 0.1% but less than 5%, the Construction Agreement is subject to the reporting, announcement and annual review requirements but exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx are currently also employed by Communications Group, they have abstained from voting at the Board meeting at which the Construction Agreement was considered and approved. Save for Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx, none of the Directors has any material interest in the Construction Agreement or is required to abstain from voting on the relevant Board resolution.

INFORMATION OF THE PARTIES. The Company Shouchuang Xinkai Shouchuang Xinkai is a joint stock company established incorporated under the laws of the PRC with limited liability on March 1, 1997, the H Shares and is a wholly-owned subsidiary of which are listed on the Main Board of the Stock ExchangeBCCDG. It is principally engaged in investing inthe development of commercial projects and real estate, developing the sale of properties. Hengsheng Huachuang Hengsheng Huachuang is a company incorporated under the laws of the PRC with limited liability and operating high-grade roads in the PRC. The Group is also engaged in expressway-related development and operation, as well as securities business. Jiaxing Branch was formerly known Zhejiang Jiaxing Expressway Co., Ltd. which has been absorbed and merged by LongLiLiLong Co, a wholly-owned subsidiary of the Company as Company. It is the commercial management platform of the date Company. Hengsheng Huachuang Kunshan Hengsheng Huachuang Kunshan is the branch company of this announcement and its main assets and business continued to exist under Jiaxing Branch. Jiaogong Group is an indirectly owned subsidiary of Communications Group established under the laws of Hengsheng Huachuang in Kunshan, Jiangsu Province, the PRC. Jiaogong Group is principally engaged in the construction, design and technical services of roads, bridges, tunnels, ports, waterways, navigation locks, airports, municipalities, railways, urban railways and underground corridors and other transportation projects; highway management and maintenance, urban greening management, municipal facilities management; construction projects and other businesses. Jiaogong Underground Construction is a wholly owned subsidiary of Jiaogong Group established under the laws of the PRC. Jiaogong Underground Construction is principally engaged in construction services for building works, building decoration, environmental protection and municipal works. Zhejiang Commercial is a wholly owned subsidiary of Communications Group established under the laws of the PRC. Zhejiang Commercial is principally engaged in service area planning and design, investment operation and construction, integrated energy supply and management, retail chains, advertising, catering and other related businesses. LISTING RULE RULES IMPLICATIONS As at the date of this announcement, Communications Group holds approximately 67% of BCCDG is the issued share capital of the Company. By virtue of this shareholding interest, Communications Group is a controlling shareholder of the Company. As at the date of this announcement, Jiaogong Group and Jiaogong Underground Construction are indirectly non-Shouchuang Xinkai is a wholly owned subsidiaries subsidiary of Communications GroupBCCDG, hence an associate of BCCDG and are therefore connected persons of the Company. As a result, the transaction contemplated under the Construction Agreement constitutes a connected transaction for person of the Company under Chapter 14A of the Listing Rules. As Hengsheng Huachuang Kunshan is the highest applicable percentage ratio in respect branch company of Hengsheng Huachuang, which is a wholly-owned subsidiary of the transaction contemplated under the Construction Agreement is more than 0.1% but less than 5%Company. Accordingly, the Construction Agreement is subject to Transaction constitutes continuing connected transaction of the reporting, announcement and annual review requirements but exempt from the independent Shareholders’ approval requirement Company under Chapter 14A of the Listing Rules. As Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx are currently also employed by Communications Group, they have abstained from voting at the Board meeting at which the Construction Agreement was considered and approved. Save for Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx, none Pursuant to Rule 14A.81 of the Directors has any material interest Listing Rules, a series of connected transactions will be aggregated and treated as if they were one transaction if they were all entered into or completed within a 12-month period or are otherwise related. The Transaction together with the Preparatory Management Agreement commenced on 13 June 2023 was related and were both entered into within a 12-month period. Accordingly, these transactions shall be aggregated and treated as if they were one transaction, and the aggregate figures of the Aggregate Transactions shall be used for calculating the applicable percentage ratios. As one or more of the applicable percentage ratios in respect of Aggregate Transactions exceed 0.1% but are all less than 5%, the Construction Agreement Transaction itself or the Aggregate Transactions is required subject to abstain the reporting, annual review and announcement requirements but exempted from voting on the relevant Board resolutioncircular and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules.

INFORMATION OF THE PARTIES. The Company is a joint stock company established under the laws of the PRC with limited liability on March 1, 1997, the H Shares of which are listed on the Main Board of the Stock Exchange. It is principally engaged in investing in, developing and operating high-grade roads in the PRC. The Group is also engaged in expressway-related development and operation, as well as securities business. Shangsan Co is a limited liability company established in the PRC on January 1, 1998. As at the date of this announcement, Shangsan Co is a subsidiary of the Company owned as to approximately 73.625% of its equity interest. It is principally engaged in the operation of Shangsan Expressway. Jiaxing Branch was formerly known Zhejiang Jiaxing Expressway Co., Ltd. which has been absorbed and merged by is a branch of LongLiLiLong Co, a wholly-owned subsidiary of the Company as of the date of this announcement and its main assets and business continued to exist under Jiaxing Branch. Jiaogong Group is an indirectly owned subsidiary of Communications Group established under the laws of the PRC. Jiaogong Group is principally engaged in the construction, design and technical services of roads, bridges, tunnels, ports, waterways, navigation locks, airports, municipalities, railways, urban railways and underground corridors and other transportation projects; highway management and maintenance, urban greening management, municipal facilities management; construction projects and other businessesCompany. Jiaogong Underground Construction is a an indirect non-wholly owned subsidiary of Jiaogong Communications Group established under the laws of the PRC. Jiaogong Underground Construction is principally engaged in construction services for building works, building decoration, environmental protection and municipal works. Zhejiang Commercial is a wholly wholly-owned subsidiary of Communications Group established under the laws of the PRC. Zhejiang Commercial is principally engaged in service area planning and design, investment operation and construction, integrated energy supply and management, retail chains, advertising, catering and other related businesses. LISTING RULE RULES IMPLICATIONS As at the date of this announcement, Communications Group holds approximately 67% of the issued share capital of the Company. By virtue of this shareholding interest, Communications Group is a controlling shareholder of the Company. As at the date of this announcement, Jiaogong Group and Jiaogong Underground Construction are indirectly is an indirect non-wholly owned subsidiaries subsidiary of Communications Group, and are is therefore a connected persons person of the Company. As a result, the transaction transactions contemplated under the Construction Agreement constitutes a Agreements constitute connected transaction transactions for the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.81 and Rule 14A.82 of the Listing Rules, as the respective transactions contemplated under the Construction Agreements and the Previous Transaction were entered into or completed within a 12-month period with Jiaogong Underground Construction, a connected person of the Company, the transactions contemplated under the Construction Agreements and Previous Transaction are required to be aggregated for the calculation of the relevant percentage ratios to determine the classification of the transactions contemplated under the Construction Agreements. As one or more of the highest applicable percentage ratio ratios in respect of the transaction transactions contemplated under the Construction Agreement Agreements, after aggregating with the Previous Transaction, is more than 0.1% but less than 5%, the transactions contemplated under the Construction Agreement is Agreements are subject to the reporting, announcement and annual review requirements but exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx are currently also employed by Communications Group, they have abstained from voting at the Board meeting at which the Construction Agreement was considered and approved. Save for Xx. Xx Xxxx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx, being Directors are currently also employed by Communications Group and have abstained from voting on the relevant Board resolution. Other than the Directors mentioned above, none of the Directors has any a material interest in the transactions contemplated under the Construction Agreement or Agreements, and none is required to abstain from voting on the relevant Board resolutionresolution of the Board.

INFORMATION OF THE PARTIES. The Company is a joint stock company principally engaged in investment holding. Its subsidiaries are principally engaged in investment property holding in the PRC, provision of financing to customers in the PRC and investment holding. The JV Company is established under the laws of in the PRC with limited liability on March 1liability, 1997a non-wholly owned subsidiary of the Company, the H Shares of which are listed on 77.58% equity interest is owned by the Main Board Company. It is mainly engaged in the business of provision of finance lease. Dongrui is an indirect non-wholly owned subsidiary of the Stock ExchangeCompany established in the PRC with limited liability. It is principally engaged in investing inimporting and exporting factoring business, developing domestic and operating high-grade roads offshore factoring business and consulting service related to commercial factoring. Chongqing Chaofung is established in the PRCPRC with limited liability. The Group is also engaged in expressway-related development and operation, as well as securities business. Jiaxing Branch was formerly known Zhejiang Jiaxing Expressway Co., Ltd. which has been absorbed and merged by LongLiLiLong Co, a wholly-owned subsidiary of the Company as of the date of this announcement and its main assets and business continued to exist under Jiaxing Branch. Jiaogong Group is an indirectly owned subsidiary of Communications Group established under the laws of the PRC. Jiaogong Group It is principally engaged in building and construction service. To the constructionbest knowledge, design information and technical services belief of roadsthe Directors, bridgeshaving made all reasonable enquiries, tunnelsChongqing Chaofung and its ultimate beneficial owner(s) are Independent Third Parties not connected with the Company and connected persons of the Company. The ultimate beneficial owners of Chongqing Chaofung are Xx Xxx Xxx and Xxxxx Xxxx Xxxx. To the best knowledge of the Directors, portsChongqing Chaofung and its respective ultimate beneficial owner(s) do not have any other past or present relationships, waterwayswhether formal or informal, navigation locksbusiness or otherwise, airportsimplied or explicit, municipalitieswith the Company’s existing customers. IMPLICATIONS UNDER THE LISTING RULES Pursuant to Rule 14.07 of the Listing Rules, railways, urban railways and underground corridors and other transportation projects; highway management and maintenance, urban greening management, municipal facilities management; construction projects and other businesses. Jiaogong Underground Construction is a wholly owned subsidiary of Jiaogong Group established the transactions contemplated under the laws Factoring Agreement and the Supplemental Agreement constituted a notifiable transaction of the PRC. Jiaogong Underground Construction is principally engaged in construction services for building worksCompany, building decoration, environmental protection and municipal works. Zhejiang Commercial is a wholly owned subsidiary as one of Communications Group established the applicable percentage ratios (defined under the laws Listing Rules) in respect of the PRCtransactions contemplated under the Factoring Agreement and the Supplemental Agreement exceed(s) 5% but is/ are less than 25%, the transactions contemplated under the Factoring Agreement and the Supplemental Agreement constitutes discloseable transaction of the Company and is thus subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules. Zhejiang Commercial is principally engaged in service area planning and designOn behalf of the Board Xxxxx International Holdings Limited Xxx Xxxx Xxx Company Secretary Hong Kong, investment operation and construction, integrated energy supply and management, retail chains, advertising, catering and other related businesses. LISTING RULE IMPLICATIONS 25 June 2021 As at the date of this announcement, Communications Group holds approximately 67% of the issued share capital of the Company. By virtue of this shareholding interest, Communications Group is a controlling shareholder of the Company. As at the date of this announcement, Jiaogong Group and Jiaogong Underground Construction are indirectly non-wholly owned subsidiaries of Communications Group, and are therefore connected persons of the Company. As a result, the transaction contemplated under the Construction Agreement constitutes a connected transaction for the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio in respect of the transaction contemplated under the Construction Agreement is more than 0.1% but less than 5%, the Construction Agreement is subject to the reporting, announcement and annual review requirements but exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As Board comprises Xx. Xx XxxxxxxXxx Xx (Chairman), Xx. Xxx XxxxxxxxXxxx (Chief Executive Officer), Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx are currently also employed by Communications Group, they have abstained from voting at the Board meeting at which the Construction Agreement was considered and approved. Save for Xxx Xxxx Xxx as executive Directors; Xx. Xx XxxxxxxXxx Xxxxxxxx (Vice Chairman) and Mr. Xxx Xxxxx as non-executive Directors; and Xx. Xxxx Xxxx Xxx, Xx. Xxxxx Xxx Xxxxxxxx, Xxxx and Mr. Xxxx Xxx Xx and Xx. Xxxxx Xxxxxxxxx, none of the Directors has any material interest in the Construction Agreement or is required to abstain from voting on the relevant Board resolutionXxxx as independent non-executive Directors.

INFORMATION OF THE PARTIES. The Company Lender and the Group The Lender is a joint stock company established under the laws of in the PRC with limited liability on March 1, 1997, the H Shares of which are listed on the Main Board and an indirect wholly-owned subsidiary of the Stock ExchangeCompany. It The Lender is principally engaged in investing in, developing and operating high-grade roads the provision of investment management in the PRC. The Group is also principally engaged in expressway-related the (i) direct investments; (ii) financial services and others; and (iii) foundation and substructure construction services. The Borrower and security providers The Borrower is a company established in the PRC with limited liability and is principally engaged in, among others, hotel management and real estate development and operationmanagement. Duo Xx Xxx is a company established in the PRC with limited liability and is principally engaged in, among others, investment management. Xxxxx Xx Xxxx is a company established in the PRC with limited liability and is principally engaged in, among others, investment consulting and business management consulting. Xxxxxx Xxxxxxx is a company established in the PRC with limited liability and is principally engaged in among others, project investment consulting and market planning. Beijing Xxx Xxxx is a company established in the PRC with limited liability and is principally engaged in, among others, software development and technology consulting. The Issuer is an investment holding company incorporated in Bermuda with limited liability. The Issuer and its subsidiaries are principally engaged in theme-based leisure and consumption business, focusing on the design, development and operation of integrated large-scale tourist complex projects in key cities in and outside the PRC that comprise theme parks, hotels, shopping and leisure facilities, as well as securities businessother theme-based consumption. Jiaxing Branch was formerly known Zhejiang Jiaxing Expressway Co., Ltd. which has been absorbed Sea Carnival is a company established in the PRC with limited liability and merged by LongLiLiLong Co, a wholly-owned subsidiary of the Company as of the date of this announcement and its main assets and business continued to exist under Jiaxing Branch. Jiaogong Group is an indirectly owned subsidiary of Communications Group established under the laws of the PRC. Jiaogong Group is principally engaged in in, among others, real estate development and sales and property management. The Issuer Controlling Shareholder is an executive director and the construction, design and technical services of roads, bridges, tunnels, ports, waterways, navigation locks, airports, municipalities, railways, urban railways and underground corridors and other transportation projects; highway management and maintenance, urban greening management, municipal facilities management; construction projects and other businesses. Jiaogong Underground Construction is a wholly owned subsidiary of Jiaogong Group established under the laws chairman of the PRCIssuer. Jiaogong Underground Construction is principally engaged in construction services for building works, building decoration, environmental protection and municipal works. Zhejiang Commercial is a wholly owned subsidiary of Communications Group established under To the laws best of the PRC. Zhejiang Commercial is principally engaged Directors’ knowledge, information and belief, having made all reasonable inquiry and based on the information currently available, the Company and its connected persons are interested in service area planning and design, investment operation and construction, integrated energy supply and management, retail chains, advertising, catering and other related businesses. LISTING RULE IMPLICATIONS As following shares or underlying shares of the Issuer as at the date of this announcement, Communications Group holds approximately 67% of the issued share capital of the Company. By virtue of this shareholding interest, Communications Group is a controlling shareholder of the Company. As at the date of this announcement, Jiaogong Group and Jiaogong Underground Construction are indirectly non-wholly owned subsidiaries of Communications Group, and are therefore connected persons of the Company. As a result, the transaction contemplated under the Construction Agreement constitutes a connected transaction for the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio in respect of the transaction contemplated under the Construction Agreement is more than 0.1% but less than 5%, the Construction Agreement is subject to the reporting, announcement and annual review requirements but exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx are currently also employed by Communications Group, they have abstained from voting at the Board meeting at which the Construction Agreement was considered and approved. Save for Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxxx, Mr. Xxx Xx and Xx. Xxxxx Xxxxxxxxx, none of the Directors has any material interest in the Construction Agreement or is required to abstain from voting on the relevant Board resolution.: