Common use of INFORMATION ON THE GROUP Clause in Contracts

INFORMATION ON THE GROUP. The Group is principally engaged in open-pit mining and processing of coking coal in Mongolia, as well as the transportation, export and sale of the resulting premium products into China. MCS International, a wholly-owned subsidiary of MCS Holding LLC, is principally engaged in project management, design, engineering, operation and maintenance of power plant, electricity and thermal energy distribution facilities, and supply of electricity and thermal energy. MCS International is a wholly-owned subsidiary of MCS Holding LLC which is in turn wholly- owned and controlled by MCS (Mongolia) Limited which directly owns a 100% shareholding interest in MCS Mining Group, a substantial Shareholder holding approximately 33.50% of the issued share capital of the Company as at the date of this announcement. As such, MCS International is a connected person of the Company within the meaning of the Listing Rules and the transaction contemplated under the Agreement constitutes a continuing connected transaction of the Company. As the applicable percentage ratios for the annual caps for the continuing connected transaction under the Agreement are expected to be more than 0.1% but less than 5%, the transaction contemplated under the Agreement is subject to the reporting and announcement requirements but exempt from independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. Each of Mr. Xxxxxxxx Xxxxxxxxxx, Mr. Xx Xxxxxxxxxx, Xx. Xxxxxxxxx Xxxxxxxx, being a Director and a director of MCS Mining Group, has material interests in the transaction contemplated under the Agreement and has abstained from voting on the relevant resolutions of the Board in relation to the approval of the Agreement and the relevant annual caps. The Directors (including the independent non-executive Directors) are of the view that the continuing connected transaction contemplated under the Agreement is entered into in the ordinary and usual course of business of the Group, on normal commercial terms (or on terms no less favourable to the Group than terms available to or from independent third parties) and on terms that are fair and reasonable, and in the interests of the Company and its Shareholders as a whole. In addition, the Directors (including the independent non-executive Directors) are of the view that the annual caps for the continuing connected transaction contemplated under the Agreement are fair and reasonable.

INFORMATION ON THE GROUP. The Company is incorporated under the laws of the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange. The Group is principally engaged in open-pit mining and processing of coking coal in Mongolia, as well as the transportation, export manufacture and sale of health and household products and polyurethane foam. The Group’s health and household products are mainly represented by quality visco-elastic pillows, mattress toppers and mattresses. Since the resulting premium products into ChinaGroup has supplied polyurethane foams to the Gu Jia Group for many years, the Group and the Gu Jia Group have established a solid business relationship. MCS International, a whollyThe procurement relationship with the Gu Jia Group pursuant to the 2021-owned subsidiary of MCS Holding LLC, is principally engaged in project management, design, engineering, operation 2023 Gu Jia Procurement Agreement will continue to expand the Group’s sales and maintenance of power plant, electricity and thermal energy distribution facilities, and supply of electricity and thermal energy. MCS International is a wholly-owned subsidiary of MCS Holding LLC revenue which is in turn wholly- owned and controlled by MCS (Mongolia) Limited which directly owns a 100% shareholding interest in MCS Mining Group, a substantial Shareholder holding approximately 33.50% will be conducive to the business growth of the issued share capital of the Company as at the date of this announcementGroup. As such, MCS International is a connected person of the Company within the meaning of the Listing Rules and the transaction contemplated under the Agreement constitutes a continuing connected transaction of the Company. As the applicable percentage ratios for the annual caps for the continuing connected transaction under the Agreement are expected to be more than 0.1% but less than 5%Further, the transaction contemplated under the Agreement is subject Group’s sales to the reporting and announcement requirements but exempt Gu Jia Group are on terms which are not less favourable than those obtainable by the Group from independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. Each of Mr. Xxxxxxxx Xxxxxxxxxx, Mr. Xx Xxxxxxxxxx, Xx. Xxxxxxxxx Xxxxxxxx, being a Director and a director of MCS Mining Group, has material interests in the transaction contemplated under the Agreement and has abstained from voting on the relevant resolutions of the Board in relation to the approval of the Agreement and the relevant annual capsthird party customers. The Directors (including the independent non-executive Directors), having reviewed the 2021- 2023 Gu Jia Procurement Agreement and taking into consideration, among other things, (i) are the market price of the view types of polyurethane foams to be supplied by the Group under the 2021-2023 Gu Jia Procurement Agreement; (ii) the substantial quantity of polyurethane foams previously purchased by the Gu Jia Group and expected to be ordered by the Gu Jia Group; and (iii) the notable reduction in the Group’s marketing costs and sales expenses in relation to foam sales when dealing with the Gu Jia Group, consider that the continuing connected transaction contemplated transactions under the 2021- 2023 Gu Jia Procurement Agreement is will be entered into in the ordinary and usual course of business of the Group, Group and on normal commercial terms and that the terms of the 2021-2023 Gu Jia Procurement Agreement (or on terms no less favourable to including the Group than terms available to or from independent third partiesAnnual Caps) and on terms that are fair and reasonablereasonable and in the interests of the Company and the Shareholders as a whole. None of the Directors has a material interest in the 2021-2023 Gu Jia Procurement Agreement and the transactions contemplated thereunder and none of them is required to abstain from voting on the resolutions of the Board to approve the 2021-2023 Gu Jia Procurement Agreement and the transactions contemplated thereunder. As at the date of the 2021-2023 Gu Jia Procurement Agreement and the date of this announcement, Sinomax Kuka, an indirect non-wholly owned subsidiary of the Company, is owned as to 60% by the Group and 40% by Gu Jia Household. As a substantial shareholder of a subsidiary of the Company, Gu Jia Household is a connected person of the Company under Rule 14A.07(1) of the Listing Rules. Each subsidiary of Gu Jia Household is an associate of Gu Jia Household pursuant to Rule 14A.13(1) of the Listing Rules and hence a connected person of the Company pursuant to Rule 14A.07(4) of the Listing Rules. As such, the 2021- 2023 Gu Jia Procurement Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Whilst one or more of the applicable percentage ratios (other than the profits ratio) in respect of the Annual Caps in relation to the 2021-2023 Gu Jia Procurement Agreement exceed 5%, the Directors, having made all reasonable enquiries, confirmed that each member of the Gu Jia Group is a connected person of the Company only because of its connection with Sinomax Kuka, being a subsidiary of the Company. Hence, each member of the Gu Jia Group is a connected person of the Company at the subsidiary level under Rule 14A.06(9) of the Listing Rules. The Board has approved the transactions contemplated under the 2021-2023 Gu Jia Procurement Agreement, and the independent non-executive Directors have confirmed that the terms of the 2021-2023 Gu Jia Procurement Agreement are fair and reasonable and that the transactions contemplated thereunder are on normal commercial terms or better, in the ordinary and usual course of business of the Group, and in the interests of the Company and its the Shareholders as a whole. In additionAs the conditions required under Rule 14A.101 of the Listing Rules have been fulfilled, the Directors (including 2021-2023 Gu Jia Procurement Agreement and the independent non-executive Directors) transactions contemplated thereunder are only subject to the reporting, annual review and announcement requirements set out in Chapter 14A of the view that Listing Rules and are exempt from the annual caps for the continuing connected transaction contemplated under the Agreement are fair circular and reasonableindependent shareholders’ approval requirements.

INFORMATION ON THE GROUP. The Company is incorporated under the laws of the Cayman Islands with limited liability, whose shares are listed on the Main Board of the Stock Exchange. The Group is principally engaged in open-pit mining and processing the business of coking coal in Mongolia, as well as the transportation, export manufacture and sale of health and household products and polyurethane foam. The Group’s health and household products are mainly represented by quality visco-elastic pillows, mattress toppers and mattresses. Sinomax Trading is a company incorporated under the resulting premium products into Chinalaws of Hong Kong and is engaged in the business of selling health and household products. MCS International, a wholly-Sinomax Trading is an indirect wholly- owned subsidiary of MCS Holding LLC, is principally engaged in project management, design, engineering, operation and maintenance of power plant, electricity and thermal energy distribution facilities, and supply of electricity and thermal energy. MCS International is a wholly-owned subsidiary of MCS Holding LLC which is in turn wholly- owned and controlled by MCS (Mongolia) Limited which directly owns a 100% shareholding interest in MCS Mining Group, a substantial Shareholder holding approximately 33.50% of the issued share capital of the Company as at the date of this announcement. As such, MCS International is a connected person of the Company within the meaning of the Listing Rules and the transaction contemplated under the Agreement constitutes a continuing connected transaction of the Company. Sinomax Trading has been supplying foam products to Studio Moderna and its subsidiaries for many years. As the applicable percentage ratios for the annual caps for the continuing connected transaction under the Agreement are expected to be more than 0.1% but less than 5%a result, the transaction contemplated under the Agreement is subject Sinomax Trading and Studio Moderna have a solid business relationship. The procurement relationship with Studio Moderna pursuant to the reporting 2019-2020 Studio Moderna Procurement Agreement will continue to expand Sinomax Trading’s sales and announcement requirements but exempt revenue which will in turn continue to stabilise the business of the Group. Further, Sinomax Trading’s sales to Studio Moderna and its subsidiaries are on terms which are no less favourable than those obtainable by Sinomax Trading from independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. Each of Mr. Xxxxxxxx Xxxxxxxxxx, Mr. Xx Xxxxxxxxxx, Xx. Xxxxxxxxx Xxxxxxxx, being a Director and a director of MCS Mining Group, has material interests in the transaction contemplated under the Agreement and has abstained from voting on the relevant resolutions of the Board in relation to the approval of the Agreement and the relevant annual capsthird party customers. The Directors (including the independent non-executive Directors), having reviewed the 2019- 2020 Studio Moderna Procurement Agreement and taking into consideration (i) are the market price of the view types of foam products to be provided by Sinomax Trading under the 2019- 2020 Studio Moderna Procurement Agreement; (ii) the substantial quantity of foam products previously purchased by Studio Moderna and its relevant subsidiaries and expected to be ordered by Studio Moderna and its relevant subsidiaries; and (iii) the substantial reduction in the Group’s marketing costs and sales expenses in relation to foam sales when dealing with Studio Moderna, consider that the continuing connected transaction transactions under the 2019-2020 Studio Moderna Procurement Agreement will be entered into in the ordinary and usual course of business and on normal commercial terms and that the terms of the 2019-2020 Studio Moderna Procurement Agreement and the Annual Caps are fair and reasonable and in the interests of the Company and the Shareholders as a whole. None of the Directors has a material interest in the transactions contemplated under the 2019- 2020 Studio Moderna Procurement Agreement and had abstained from voting at the meeting of the Board on the resolutions to approve the 2019-2020 Studio Moderna Procurement Agreement and the transactions contemplated thereunder. Studio Moderna is entered into the holding company of SMSA which holds 48.69% equity interest in Dormeo, an indirect non-wholly owned subsidiary of the Company. As a substantial shareholder of a subsidiary of the Company, Studio Moderna is a connected person of the Company under Rule 14A.07(1) of the Listing Rules. Each subsidiary of Studio Moderna is an associate of Studio Moderna pursuant to Rule 14A.13(1) of the Listing Rules and hence a connected person of the Company under Rule 14A.07(4) of the Listing Rules. Hence, the transactions contemplated under the 2019-2020 Studio Moderna Procurement Agreement constitute continuing connected transactions of the Company. While one or more of the applicable percentage ratios (other than the profit ratio) as defined under the Listing Rules in respect of the Annual Caps in relation to the 2019-2020 Studio Moderna Procurement Agreement exceed 5%, the Directors, having made all reasonable enquiries, confirmed that each of Studio Moderna and its subsidiaries is a connected person of the Company only because of its connection with a subsidiary of the Company. Hence, each of Studio Moderna and its subsidiaries is a connected person at the subsidiary level of the Company under Rule 14A.06(9) of the Listing Rules. The Board has approved the transactions contemplated under the 2019-2020 Studio Moderna Procurement Agreement, and the independent non-executive Directors have confirmed that the terms of the 2019-2020 Studio Moderna Procurement Agreement are fair and reasonable; the transactions contemplated thereunder are on normal commercial terms or better, in the ordinary and usual course of business of the Group, on normal commercial terms (or on terms no less favourable to the Group than terms available to or from independent third parties) and on terms that are fair and reasonable, and in the interests of the Company and its the Shareholders as a whole. In additionAs the conditions required under Rule 14A.101 of the Listing Rules have been fulfilled, the Directors (including the independent non-executive Directors) are of the view that the annual caps for the continuing connected transaction transactions contemplated under the 2019-2020 Studio Moderna Procurement Agreement are fair only subject to reporting, annual review and reasonableannouncement requirements set out in Chapter 14A of the Listing Rules and are exempt from the circular and independent shareholders’ approval requirements.

INFORMATION ON THE GROUP. The Group is principally engaged in openthe development and sales of health and wellness products, and cross-pit mining border trading and processing of coking coal in Mongolia, as well as the transportation, export and sale of the resulting premium products into Chinalogistics business. MCS International, a whollySky Logistics is an indirect non-wholly owned subsidiary of MCS Holding LLC, the Company. It is principally engaged in project logistics distribution and warehousing management, design, engineering, operation and maintenance of power plant, electricity and thermal energy distribution facilities, and supply of electricity and thermal energy. MCS International Tempus Logistics is a wholly-owned subsidiary joint stock limited company established in the PRC and is an associate of MCS Holding LLC which is in turn wholly- owned and controlled by MCS Tempus (Mongolia) Limited which directly owns a 100% shareholding interest in MCS Mining GroupHong Kong), a substantial Shareholder holding approximately 33.50% shareholder of the issued share capital Company. It is primarily engaged in logistics business in the Futian Free Trade Zone of Shenzhen, the PRC, including customs clearance, bonded storage and Shenzhen/Hong Kong freight transports. Pursuant to Rule 14A.60 of the Company as at the date of this announcement. As suchListing Rules, MCS International is a connected person of the Company within is required to comply with the meaning annual review and disclosure requirements as the Group continues to conduct the transactions under the Logistics and Warehousing Services Agreement, and to comply with all connected transactions requirements under Chapter 14A of the Listing Rules if the Logistics and the transaction contemplated Warehousing Services Agreement is renewed or its terms are varied. The provision of services by Sky Logistics to Tempus Logistics under the Logistics and Warehousing Services Agreement constitutes a continuing connected transaction during the current term from 1 April 2017 to 31 March 2018 is subject to the reporting, announcement and annual review requirements but is exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Company. As Listing Rules, as the highest applicable percentage ratios for the annual caps for the continuing connected transaction under the Agreement are expected to be ratio is more than 0.1% but less than 5%, the transaction contemplated under the Agreement is subject . The Company will continue to the reporting and announcement requirements but exempt from independent shareholders’ approval comply with all connected transactions requirements under Chapter 14A of the Listing RulesRules if the Logistics and Warehousing Services Agreement is further renewed or its terms are varied. Each of Mr. Xxxxxxxx XxxxxxxxxxXx XXXXX Baisheng and Xx XXXXX Jingkai, Mr. Xx Xxxxxxxxxx, Xx. Xxxxxxxxx Xxxxxxxx, being a non-executive Director and a director an executive Director, respectively, are the directors of MCS Mining Group, has material interests in the transaction contemplated under the Agreement Tempus Logistics and has have abstained from voting on the relevant resolutions of the Board in relation to approving the approval renewal of the Logistics and Warehousing Services Agreement for its current term from 1 April 2017 to 31 March 2018 and the transactions contemplated under it (including the Proposed Annual Caps). As the other Directors do not have a material interest in the Logistics and Warehousing Services Agreement and the relevant annual caps. The Directors transactions contemplated under it (including the independent non-executive Directors) are Proposed Annual Caps), they have not abstained from voting on the resolutions of the view that Board approving the continuing connected transaction renewal of the Logistics and Warehousing Services Agreement for its current term from 1 April 2017 to 31 March 2018 and the transactions contemplated under the Agreement is entered into in the ordinary and usual course of business of the Group, on normal commercial terms (or on terms no less favourable to the Group than terms available to or from independent third parties) and on terms that are fair and reasonable, and in the interests of the Company and its Shareholders as a whole. In addition, the Directors it (including the independent non-executive Directors) are of the view that the annual caps for the continuing connected transaction contemplated under the Agreement are fair and reasonableProposed Annual Caps).

INFORMATION ON THE GROUP. The Company is incorporated under the laws of the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange. The Group is principally engaged in open-pit mining and processing of coking coal in Mongolia, as well as the transportation, export manufacture and sale of health and household products and polyurethane foam. The Group’s health and household products are mainly represented by quality visco-elastic pillows, mattress toppers and mattresses. Since the resulting premium products into ChinaGroup has supplied polyurethane foams to the Gu Jia Group for many years, the Group and the Gu Jia Group have established a solid business relationship. MCS International, a whollyThe procurement relationship with the Gu Jia Group pursuant to the 2024-owned subsidiary of MCS Holding LLC, is principally engaged in project management, design, engineering, operation 2026 Gu Jia Procurement Agreement will continue to expand the Group’s sales and maintenance of power plant, electricity and thermal energy distribution facilities, and supply of electricity and thermal energy. MCS International is a wholly-owned subsidiary of MCS Holding LLC revenue which is in turn wholly- owned and controlled by MCS (Mongolia) Limited which directly owns a 100% shareholding interest in MCS Mining Group, a substantial Shareholder holding approximately 33.50% will be conducive to the business growth of the issued share capital of the Company as at the date of this announcementGroup. As such, MCS International is a connected person of the Company within the meaning of the Listing Rules and the transaction contemplated under the Agreement constitutes a continuing connected transaction of the Company. As the applicable percentage ratios for the annual caps for the continuing connected transaction under the Agreement are expected to be more than 0.1% but less than 5%Further, the transaction contemplated under the Agreement is subject Group’s sales to the reporting and announcement requirements but exempt Gu Jia Group are on terms which are not less favourable than those obtainable by the Group from independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. Each of Mr. Xxxxxxxx Xxxxxxxxxx, Mr. Xx Xxxxxxxxxx, Xx. Xxxxxxxxx Xxxxxxxx, being a Director and a director of MCS Mining Group, has material interests in the transaction contemplated under the Agreement and has abstained from voting on the relevant resolutions of the Board in relation to the approval of the Agreement and the relevant annual capsthird party customers. The Directors (including the independent non-executive Directors), having reviewed the 2024-2026 Gu Jia Procurement Agreement and taking into consideration (i) are the market price of the view types of polyurethane foams to be provided by the Group under the 2024-2026 Gu Jia Procurement Agreement; (ii) the substantial quantity of polyurethane foams previously purchased by the Gu Jia Group and expected to be ordered by the Gu Jia Group; and (iii) the substantial reduction in the Group’s marketing costs and sales expenses in relation to foam sales when dealing with the Gu Jia Group, consider that the continuing connected transaction contemplated transactions under the 2024-2026 Gu Jia Procurement Agreement is will be entered into in the ordinary and usual course of business of the GroupGroup and on normal commercial terms and that the terms of the 2024-2026 Gu Jia Procurement Agreement and the Annual Caps are fair and reasonable and in the interests of the Company and the Shareholders as a whole. None of the Directors has a material interest in the 2024-2026 Gu Jia Procurement Agreement and the transactions contemplated thereunder and none of them had abstained from voting at the meeting of the Board on the resolutions of the Board to approve the 2024-2026 Gu Jia Procurement Agreement and the transactions contemplated thereunder. As at the date of the 2024-2026 Gu Jia Procurement Agreement and the date of this announcement, Sinomax Kuka, an indirect non-wholly owned subsidiary of the Company, is owned as to 60% by the Group and 40% by Gu Jia Household. As a substantial shareholder of a subsidiary of the Company, Gu Jia Household is a connected person of the Company under Rule 14A.07(1) of the Listing Rules. Each subsidiary of Gu Jia Household is an associate of Gu Jia Household pursuant to Rule 14A.13(1) of the Listing Rules and hence a connected person of the Company pursuant to Rule 14A.07(4) of the Listing Rules. Hence, the 2024-2026 Gu Jia Procurement Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company. Whilst one or more of the applicable percentage ratios (other than the profits ratio) in respect of the Annual Caps in relation to the 2024-2026 Gu Jia Procurement Agreement exceed 5%, the Directors, having made all reasonable enquiries, confirmed that each member of the Gu Jia Group is a connected person of the Company only because of its connection with Sinomax Kuka, being a subsidiary of the Company. Hence, each member of the Gu Jia Group is a connected person of the Company at the subsidiary level under Rule 14A.06(9) of the Listing Rules. The Board has approved the transactions contemplated under the 2024-2026 Gu Jia Procurement Agreement, and the independent non-executive Directors have confirmed that the terms of the 2024-2026 Gu Jia Procurement Agreement and transactions contemplated thereunder are fair and reasonable, on normal commercial terms (or on terms no less favourable to better, in the Group than terms available to or from independent third parties) ordinary and on terms that are fair and reasonableusual course of business of the Group, and in the interests of the Company and its Shareholders as a whole. In additionAs the conditions required under Rule 14A.101 of the Listing Rules have been fulfilled, the Directors (including 2024-2026 Gu Jia Procurement Agreement and the independent non-executive Directors) transactions contemplated thereunder are only subject to reporting, annual review and announcement requirements set out in Chapter 14A of the view that Listing Rules and are exempt from the annual caps for the continuing connected transaction contemplated under the Agreement are fair circular, independent financial advice and reasonableindependent shareholders’ approval requirements.