Listing Rules. Prior to the delivery of the Prospectus to the Registrar of Companies in England and Wales, the Prospectus has been approved by or on behalf of the competent authority as listing particulars as required by the listing rules made pursuant to Part VI of the FSMA and the Prospectus complies with the listing rules made under Section 72 of the FSMA;
Listing Rules. The Company is not required to obtain any consent or approval from its stockholders in connection with the consummation of the transactions contemplated by this Agreement or any of the Transaction Documents pursuant to the rules of any Trading Market on which any of the securities of the Company are listed or designated.
Listing Rules. The Listing Rules permit companies with a primary listing on the Stock Exchange to buy back their shares on the Stock Exchange subject to certain restrictions, the most important of which are summarised below:
Listing Rules. On the Company being admitted to the list of companies quoted on a recognised stock exchange, the provisions of the Listing Rules will apply to the Plan and each Invitation Letter and Application, and to the extent that the Plan and each Invitation Letter and Application and the Listing Rules are inconsistent, the provisions of the Listing Rules:
Listing Rules subject to compliance by the Supervisor with its obligations under the FMCA and the FMC Regulations, the Supervisor shall not be required to monitor compliance by the Company or any other party with the Listing Rules and, in the absence of notice to the contrary from the Company or NZX, shall be entitled to assume that the Company is so complying. In the event of non-compliance with any Listing Rule the Supervisor, in determining the action to be taken or not taken by it, shall be entitled to have regard to the actions of NZX in relation to that non-compliance;
Listing Rules the Issuer is in compliance with all applicable requirements of the Listing Rules with respect to the Shares;
Listing Rules. IMPLICATIONS As at the date of this announcement, CITIC is the ultimate holding company of the Company and is interested in approximately 57.54% of the total number of Shares in issue. Accordingly, the CITIC Group is connected person of the Company. Therefore, the transactions entered into between the Group and the CITIC Group under the Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since the highest applicable percentage ratios as defined in the Listing Rules calculated with reference to the annual caps for (1) the Internet Data Centre Transactions, (2) the Virtual Private Network Transactions, (3) the Internet Access Transactions, (4) the Information Security Management Transactions, (5) the Cloud Computing Solutions Transactions and (6) the Messaging Transactions are more than 0.1% but less than 5%, the Transactions are subject to the reporting, annual review and announcement requirements but exempt from the independent shareholders’ approval requirement under Chapter 14A of the Listing Rules.
Listing Rules. As at the date of this announcement, TPG, the ultimate holding company of the Company, is directly interested in 37.50% of the equity interests of TPI, a non wholly-owned subsidiary of the Company, TPG and TPI are therefore connected persons of the Company under the Listing Rules. Accordingly, the transactions contemplated under the Capital Contribution Agreement constitute connected transactions of the Company. As the applicable percentage ratios in relation to the Capital Contribution and the Additional Capital Contribution, in aggregate, represent more than 0.1% but less than 2.5%, the Capital Contribution Agreement and the transactions contemplated thereunder are subject to the reporting, announcement but exempt from independent shareholders’ approval requirement under the Listing Rules.
Listing Rules. Since the Vendor is a controlling shareholder and therefore a connected person of the Company, the Share Buy-back contemplated under the Share Buy-back Agreement constitutes a connected transaction for the Company under the Listing Rules and is therefore subject to the approval by the Disinterested Shareholders at the EGM.
