LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 of the Listing Rules and are subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:
Appears in 1 contract
Samples: Yanzhou Project Contract
LISTING RULES IMPLICATIONS. As one or more the Post-Listing Structured Deposit Agreements and the Pre-Listing Structured Deposit Agreements were entered into with the same bank and were of similar nature and within a 12-month period, the applicable Post-Listing Structured Deposit Agreements shall be aggregated with the Pre-Listing Structured Deposit Agreements, for the purpose of calculating the relevant percentage ratios calculated with reference pursuant to Rule 14.07 14.22 of the Listing Rules in respect Rules. As the highest applicable ratio of the capital commitment (including construction land fee) of Post-Listing Structured Deposit Agreements, as aggregated with the Project Company to be established by the Company under the Yanzhou Project Contract exceed Pre-Listing Structured Deposit Agreements, exceeds 25% but are is less than 100%, the entering into of the Yanzhou Project Contract and the Post-Listing Structured Deposit Agreements constitutes major transactions contemplated thereunder constitute a major transaction of for the Company under Chapter 14 of the Listing Rules and are therefore shall subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company Directors’ knowledge, information and belief having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract in, and the transactions contemplated thereunder. Accordingly, no Shareholder is would be required to abstain from voting on, any resolution to approve, confirm and/or ratify the Post-Listing Structured Deposit Agreements if the Company were to convene a general meeting for to approve, confirm and/ or ratify the approval same. The Company has received written certificate to approve, confirm and ratify the Post-Listing Structured Deposit Agreements from Niusanping Limited and Niujian Limited, being a closely allied group of Shareholders, which together hold 375,000,000 issued shares of the Yanzhou Project Contract and Company (representing approximately 74.18% of the transactions contemplated thereunder. As total issued shares of the Company) as at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to accordance with Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project No Shareholders’ meeting will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed convened by the Yanzhou District and Jining City GovernmentCompany to approve, and to generate electricity from residual heat from waste incineration. Upon completion of confirm and/ or ratify the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the buildPost-operate-transfer (BOT) model, including:Listing Structured Deposit Agreements.
Appears in 1 contract
Samples: Structured Deposit Agreements
LISTING RULES IMPLICATIONS. The Shareholder Loan, when aggregating with the Third Guarantee Transaction, the Fourth Guarantee Transaction and the Previous Shareholder Loan, constitutes a series of related transactions and shall be aggregated pursuant to Rule 14.22 of the Listing Rules. As one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules Percentage Ratios in respect of the capital commitment (including construction land fee) of Shareholder Loan, when aggregating with the Project Company to be established by Third Guarantee Transaction, the Company under Fourth Guarantee Transaction and the Yanzhou Project Contract Previous Shareholder Loan, exceed 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Shareholder Loan Agreement constitutes a major transaction of the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting An EGM will be convened and held for the approval of Shareholders to consider and, if thought fit, approve the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Loan Agreement and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other thingsothers, (i) further details of the Yanzhou Project, the Yanzhou Project Contract Shareholder Loan Agreement and the transactions contemplated thereunder; (ii) the financial information and other information of the Group; and (iii) other information as required under the business valuation report Listing Rules; and (iv) the notice of the Yanzhou Project EGM will be despatched to the Shareholders in accordance with the Listing Rules as soon as practicable, which is expected to be on or before 31 January 2020 10th July, 2015 to allow sufficient time for the preparation of the relevant information purposes onlyfor inclusion in the circular. To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, no Shareholder or any of its associates has any material interest in the Shareholder Loan Agreement and the transactions contemplated thereunder, and no Shareholder is required to abstain from voting on the resolution(s) in respect of the Shareholder Loan Agreement at the EGM. On 8 January 202011th June, 2015, Xxxx Xx (Shenzhen) (an indirect wholly-owned subsidiary of the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments Company) entered into the Yanzhou Project ContractShareholder Loan Agreement with Xxxx Xx Xxxxx (a joint venture whose entire equity interest is owned as to 50% by each of Xxxx Xx (Shenzhen) and Junye Company), pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District Xxxx Xx (Shenzhen), as lender, has agreed to grant the concession right of the Yanzhou Project make available to the Consortium of Beifa InvestmentsXxxx Xx Xxxxx, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Provinceas borrower, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities Shareholder Loan in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion amount of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 RMB200,000,000 (equivalent to approximately HK$904,691,000), HK$253,165,000) for a period of which thirty-six months at the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000)interest rate of 12% per annum. As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province The principal terms of the PRCShareholder Loan Agreement are as follows: Date: 11th June, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:2015
Appears in 1 contract
Samples: Shareholder Loan Agreement
LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to (as defined in Rule 14.07 of the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Disposal are more than 25% but all are less than 100below 75%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Disposal constitutes a major transaction of the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, a written Shareholders’ approval may be accepted in lieu of holding a general meeting to approve the Share Purchase Agreement and the transactions contemplated thereunder on the conditions that (i) no Shareholder is required to abstain from voting if a general meeting of the Company is held to approve the Share Purchase Agreement and the transactions contemplated thereunder; and (ii) approval has been given by a Shareholder or a closely allied group of Shareholders who together hold more than 50% of the Shares in issue giving the right to vote at general meetings to approve the Share Purchase Agreement and the transactions contemplated thereunder. To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, no Shareholder or any of its associates have any material interest in the Share Purchase Agreement and the transactions contemplated thereunder and thus none of the Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Share Purchase Agreement and the transactions contemplated thereunder. AccordinglyOn 22 October 2021, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Xx. Xxxxx Xxxxxxx by himself and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding through Prestige Rich Holdings Limited holds an aggregate of 756,120,000 Shares (633,600,000 Shares, representing approximately 50.457.84% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has given the written Shareholders’ approval for the Share Purchase Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder Disposal pursuant to Rule 14.44 of the Listing RulesRules and such written approval is accepted in lieu of holding a general meeting. As a result, no extraordinary general meeting will be convened for the Company for the purpose of approving the Share Purchase Agreement and the transactions contemplated thereunder. A circular containing, among other things, (i) details of the Yanzhou ProjectShare Purchase Agreement, the Yanzhou Project Contract Disposal, and other information as required under the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will Listing Rules, is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:12 November 2021.
Appears in 1 contract
Samples: Share Purchase Agreement
LISTING RULES IMPLICATIONS. As one or more Xxxxx Xxxxxxx is a Connected Person of the applicable Company by virtue of it being a substantial shareholder of Tianjin Shintai, holding 20% equity interest and the transactions contemplated under the Sale and Purchase Agreement are Continuing Connected Transactions under the Listing Rules. The expected aggregate amount of purchases and sales by Tianjin Shintai and/or its affiliates from/to Aisin Tianjin and/or its affiliates under the Continuing Connected Transactions for the seven months ending 31 December 2006 and the two years ending 31 December 2008 on an annual basis will exceed HK$10,000,000 and 2.5% of the percentage ratios calculated with reference to (other than the profits ratio and the equity capital ratio) under Rule 14.07 14A.34 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%Rules, hence the entering into of the Yanzhou Project Contract and Continuing Connected Transactions during the respective periods will constitute non-exempt continuing connected transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 Rule 14A.35 of the Listing Rules and are will be subject to the requirements of reporting, announcement and shareholders’ approval requirements under by the independent Shareholders at an extraordinary general meeting as set out in Chapter 14 14A of the Listing Rules. Pursuant As the Continuing Connected Transactions are between Xxxxxxx Xxxxxxx and Xxxxx Xxxxxxx only and Xxxxx Xxxxxxx is only a Connected Person to Rule 14.44 the Company by virtue of it being a substantial shareholder of Xxxxxxx Xxxxxxx (to the best knowledge of the Listing RulesDirectors, (i) Xxxxx Xxxxxxx has no shareholding in the Company), no Shareholder of the Company is required to abstain from voting if at any general meeting to be convened by the Company were for the purpose of approving the Continuing Connected Transactions. Xxxxxxxx, as the controlling shareholder of the Company holding 51.33% interest in the Company, has approved the Continuing Connected Transactions by way of a written approval. Pursuant to Rule 14A.53 of the Listing Rules, an application has been made to the Stock Exchange for a waiver from the requirement to convene a an extraordinary general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed Continuing Connected Transactions by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:independent Shareholders.
Appears in 1 contract
Samples: Share Transfer Agreement
LISTING RULES IMPLICATIONS. As one or more at the date of this announcement, the Borrower, a non-wholly owned subsidiary of the applicable percentage ratios calculated with reference Company, is owned as to Rule 14.07 49% by the Lender and hence, the Lender is a connected person of the Listing Rules in respect of Company at the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%subsidiary level. Accordingly, the entering into of the Yanzhou Project Contract Loan Agreement and the transactions Share Mortgage contemplated thereunder constitute a major transaction connected transactions between the Group and the Lender at the subsidiary level. As the Loan Agreement and the Share Mortgage contemplated thereunder have been approved by the Board and the independent non-executive Directors have confirmed that the respective terms of the Loan Agreement and the Share Mortgage are fair and reasonable, on normal commercial terms and in the interests of the Company under Chapter 14 of and its shareholders as a whole, the Listing Rules Loan Agreement and the Share Mortgage contemplated thereunder will constitute a connected transaction which are subject to the reportingreporting and announcement requirements but are exempt from the circular, announcement independent financial advice and shareholders’ approval requirements under Chapter 14 Rule 20.99 of the GEM Listing Rules. Pursuant However, for the purpose of committing to higher corporate governance, the drawdown of the Loan is conditional upon, among the others, the Loan Agreement and the Share Mortgage having been approved by the Shareholder(s) pursuant to Rule 14.44 20.34 or 20.35 of the GEM Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company Directors’ knowledge, information and belief, and having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for such approval. Xx. Xxxxx Xxx Xx, being the approval controlling Shareholder holding 3,765,987,973 Shares, representing approximately 70.57% of the Yanzhou Project Contract and the transactions contemplated thereunder. As issued Shares as at the date of this announcement, XXXX and Idatahas given her written approval for the Loan Agreement, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Share Mortgage and the transactions contemplated thereunder other than through their interests and such written approval can be accepted in the Shares, and lieu of holding a general meeting of the Company has obtained written approval from XXXX and Idatapursuant to Rule 20.35 of the GEM Listing Rules. As a result, no extraordinary special general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Loan Agreement and the transactions contemplated thereunder Share Mortgage pursuant to Rule 14.44 20.35 of the GEM Listing Rules. A circular containing, among other thingsthe others, (i) details of the Yanzhou Project, the Yanzhou Project Contract Loan Agreement and the transactions contemplated thereunder; (ii) Share Mortgage as well as other information as required under the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will GEM Listing Rules is expected to be despatched to the Shareholders on or before 25 September 2020. If additional time is required for preparing the circular, the Company will apply for a waiver from strict compliance with Rule 20.44(2) of the GEM Listing Rules and thereafter publish an announcement in accordance with the GEM Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:Rules.
Appears in 1 contract
Samples: Loan Agreement
LISTING RULES IMPLICATIONS. As one or more GZYX and Yuexiu Property are the controlling shareholders of the applicable percentage ratios calculated with reference to Rule 14.07 Company, each of the Listing Rules in respect them is a connected person of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%Listing Rules. Accordingly, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder under the Property Lease Framework Agreement will constitute a major transaction of continuing connected transactions for the Company under Chapter 14 of the Listing Rules and are subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 14A of the Listing Rules. Pursuant As the highest applicable percentage ratio in respect of the annual caps under the Property Lease Framework Agreement exceeds 0.1% but is less than 5%, the transactions contemplated thereunder are subject to the reporting and announcement requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14.44 14A.76(2)(a) of the Listing Rules, (i) no Shareholder . Reference is required made to abstain from voting if an announcement made by the Company were dated 18 December 2023 in relation to convene a general meeting Property Leases entered into by the Company with certain subsidiaries of Yuexiu REIT, which is 37.61% owned by Yuexiu Property as at the date of this announcement. As the properties leased under the Property Leases have been recognised as right-of-use asset in accordance with HKFRS16, they constitute connected transactions (instead of continuing connected transactions) for the approval Company under Chapter 14A of the Yanzhou Project Contract and Listing Rules. Accordingly, the transactions contemplated thereunder; and (ii) written approval under the Property Leases will not be included for the utilisation of the Yanzhou Project Contract annual caps proposed in respect of the Property Lease Framework Agreement and are not aggregated for the computation of the applicable percentage ratios. Nevertheless, for illustrative purposes, the applicable percentage ratios in respect of the Property Leases and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more annual caps under the Property Lease Framework Agreement, if aggregated, are also less than 50% 5%. Save for Xxx Xxxx, Xxxxx Xxxxxxx and Xxx Xxxxxxxxx, none of the issued Shares giving the right other Directors has or is deemed to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has have a material interest in the Yanzhou Project Contract Property Lease Framework Agreement and the transactions contemplated thereunder. AccordinglyXxxxx, no Shareholder is only Xxx Xxxx, Xxxxx Xxxxxxx and Xxx Xxxxxxxxx are required to abstain from voting if on the Company were to convene a general meeting for the approval relevant Board resolution(s) of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:Company.
Appears in 1 contract
Samples: Property Lease Framework Agreement
LISTING RULES IMPLICATIONS. As one or more Guangdong Holdings is the ultimate controlling shareholder of the applicable percentage ratios calculated with reference to Company and hence a connected person of the Company under Rule 14.07 14A.07(1) of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%Rules. Accordingly, the entering into of the Yanzhou Project Contract Assets Transfer Agreement and the transactions contemplated thereunder constitute a major connected transaction of the Company under Chapter 14 14A of the Listing Rules Rules. On a standalone basis, as one of the applicable percentage ratios in respect of the transactions under the Assets Transfer Agreement is more than 0.1% but all of the applicable ratios are less than 5%, the Assets Transfer Agreement and the transactions contemplated thereunder are subject to the reportingreporting and announcement requirements, announcement but are exempt from the circular and independent shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant As both the Assets Transfer Agreement and the Tenancy Agreement are related to Rule 14.44 the acquisitions of assets by Guangdong Yuehai Land from the Guangdong Holdings Group concerning the Premises within a 12-month period, the Assets Transfer Agreement and the Tenancy Agreement have been aggregated pursuant to the Listing Rules, . As the highest applicable percentage ratio (ion an aggregated basis) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval in respect of the Yanzhou Project Contract relevant transactions under the Assets Transfer Agreement and the transactions contemplated thereunder; and (ii) written approval Tenancy Agreement calculated pursuant to the Listing Rules is more than 0.1% but all of them are less than 5%, the Yanzhou Project Contract Assets Transfer Agreement and the transactions contemplated thereunder having been obtained are therefore subject to the reporting and announcement requirements, but are exempt from a Shareholder or a closely allied group the circular and independent shareholders’ approval requirements under the Listing Rules. As Mr. XXX Xxxxxx, Xx. XX Xxxxxxxx and Xx. XX Xxxxxxxx, being the Directors, are directors of Shareholders (who together hold more than 50% certain subsidiaries of Guangdong Holdings, they have abstained from voting on the relevant board resolutions approving the Assets Transfer Agreement and the transaction contemplated thereunder. Save as disclosed, to the best of the issued Shares giving the right to attend Directors’ knowledge, information and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company belief having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have other Directors had any material interest in the Yanzhou Project Contract Assets Transfer Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions transaction contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Assets Transfer Agreement
LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 of the Listing Rules and are subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares Shares, respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Yanzhou Project Contract
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of Factoring Agreement, the Project Company to be established by Reverse Factoring Agreement and the Supplemental Factoring Agreements entered into between the Company under and the Yanzhou Project Contract exceed same Party or associated parties in aggregate are more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract Factoring Agreement, the Reverse Factoring Agreement and the Supplemental Factoring Agreements by the same Party or associated parties constitutes major transactions contemplated thereunder constitute a major transaction of for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Factoring Agreement, the Reverse Factoring Agreement and the Supplemental Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Factoring Agreement, the Reverse Factoring Agreement and the Supplemental Factoring Agreements and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting)meeting to approve the Factoring Agreement, the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To Reverse Factoring Agreement and the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Supplemental Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of Factoring Agreement, the Yanzhou Project Contract Reverse Factoring Agreement and the Supplemental Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX the Company, has provided written shareholder’s approvals on the Factoring Agreement, the Reverse Factoring Agreement and Idata do not have any material interest in the Yanzhou Project Contract Supplemental Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Factoring Agreement, the Reverse Factoring Agreement and the Supplemental Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Factoring Agreement
LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to set out in Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of JV Agreement and the Project Company to be established by the Company under the Yanzhou Project Contract transactions contemplated thereunder exceed 25% %, but all are less than 100%, the entering into of the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reportingnotification, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Under Rule 14.44 of the Listing Rules, written shareholders’ approval for the JV Agreement and the transactions contemplated thereunder may be obtained by way of shareholders’ approval in lieu of holding a general meeting if (ia) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereundertransactions; and (iib) written shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the voting rights at that general meeting to approve the transactions. The Company has obtained written approvals for the JV Agreement and the transactions contemplated thereunder in accordance with Rule 14.44 of the Listing Rules from a closely allied group of Shareholders comprising SCHK, Xx. Xxx and his wholly owned companies including Leading Star, Crisana and Charming Future, who are beneficially interested in an aggregate of 2,095,991,280 Shares (representing approximately 80.66% of the entire issued Shares giving share capital of the right Company) as at the date of this announcement. SCHK, Xx. Xxx and his wholly owned companies including Leading Star, Crisana and Charming Future are parties acting in concert pursuant to attend the Concert Group Agreement and vote at thus are a general meeting), the closely allied group of Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company Directors’ knowledge, information and belief, having made all reasonable enquiries, no Shareholder has a Shareholders or any of their respective close associates have any material interest in the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder. Accordingly, no Shareholder ; and therefore none of them is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder. As at such, no general meeting will be convened for the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% approval of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to as is permitted under Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Joint Venture Agreement
LISTING RULES IMPLICATIONS. As one Xx. XX Xxxxxxxx, Xx. XXXX Xxxxx, Xxxxxx, Xx. XXXXX Xxxxx and Xx. XXXX Xxx are employees of Alibaba Holding or more its subsidiaries, each of these Directors is deemed or may be perceived to have a material interest in the transactions contemplated under the Services Agreement. Accordingly, they had abstained from voting on the board resolutions in connection with the continuing connected transaction under the Services Agreement. Other than the aforesaid Directors, no other Directors have a material interest in the transactions contemplated under the Services Agreement and are not requested to abstain from voting on the board resolutions approving the same. Alibaba Holding is the ultimate majority shareholder of Tmall Technology and the Company, and Controls Tmall Network. The Tmall Entities are members of Alibaba Group. Accordingly, the Tmall Entities are also connected persons of the Group. It is expected that the highest of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to Services Agreement will be established by the Company under the Yanzhou Project Contract exceed 25% but are less more than 1005%. Accordingly, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder under the Services Agreement will constitute a major transaction of the Company under Chapter 14 of the Listing Rules non-exempt continuing connected transactions and are subject to the applicable requirements under the Listing Rules, including the reporting, announcement and shareholdersIndependent Shareholders’ approval requirements under Chapter 14 14A of the Listing Rules. Pursuant The SGM will be convened by the Company at which the ordinary resolutions will be proposed to Rule 14.44 seek approval from the Independent Shareholders by way of poll for the Services Agreement and the continuing connected transactions contemplated thereunder. Perfect Advance which holds a total of 4,420,628,008 Shares, representing approximately 54.03% of the Listing Rulesissued share capital of the Company, (i) and its associates shall abstain from voting at the SGM. Save as disclosed above, no other Shareholder is required to abstain from voting if on the Company were to convene a general meeting for resolutions approving the approval of the Yanzhou Project Contract Services Agreement and the continuing connected transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Services Agreement
LISTING RULES IMPLICATIONS. As Since one or more of the applicable percentage ratios calculated with reference to (as defined under Rule 14.07 of the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Building Contract exceed 25% but all such percentage ratios are less than 100%, the entering into of the Yanzhou Project Building Contract and the transactions contemplated thereunder constitute constitutes a major transaction of the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reportingnotification, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) Since no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and Building Contract, a written Shareholders’ approval (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote voting rights at a that general meeting), the Shareholders’ approval ) may be obtained by way accepted in lieu of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene holding a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. The Closely Allied Group, holding 176,765,228 Shares in aggregate representing approximately 57.84% of the total issued Shares and voting rights in the Company at the date of this announcement, has given its written approval for the Building Contract. Accordingly, written approval from the Closely Allied Group will be accepted in lieu of holding a general meeting of the Company for the approval of the Building Contract. The breakdown of the Closely Allied Group’s direct shareholding in the Company is as follows:- Xx. Xxx 1,789,901 0.59% Xxxxxx 131,897,487 43.16% HF Charitable Foundation 43,077,840 14.10% The Closely Allied Group would together be regarded as “acting in concert” for the purposes of the Code on Takeovers and Mergers issued by the Securities and Futures Commission of Hong Kong, given that Xxxxxx and HF Charitable Foundation are companies controlled by the related trusts of Xx. Xxx. Xxxxxx is wholly owned by the trustee of The Xxx Foo Wah 1992 Trust, a discretionary trust of which Xx. Xxx is the Founder. HF Charitable Foundation is wholly owned by the trustee of High Fashion Trust, a discretionary trust of which Xx. Xxx is also the Founder. In addition, Xx. Xxx and his sons (Xx. Xxx Xxx Xx, Xxxx and Xx. Xxx Xxx Xx, Well) are directors of both Xxxxxx and HF Charitable Foundation. A circular containing, among other thingsmatters, (i) further details of the Yanzhou Project, the Yanzhou Project Building Contract and other information as required under the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will Listing Rules is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:12 July 2018.
Appears in 1 contract
Samples: Building Contract
LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to set out in Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of JV Agreement and the Project Company to be established by the Company under the Yanzhou Project Contract transactions contemplated thereunder exceed 25% %, but all are less than 100%, the entering into of the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reportingnotification, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Under Rule 14.44 of the Listing Rules, written shareholders’ approval for the JV Agreement and the transactions contemplated thereunder may be obtained by way of shareholders’ approval in lieu of holding a general meeting if (ia) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereundertransactions; and (iib) the written shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder shareholder or a closely allied group of Shareholders (shareholders who together hold more than 50% of the voting rights at that general meeting to approve the transactions. The Company has obtained written approvals for the JV Agreement and the transactions contemplated thereunder in accordance with Rule 14.44 of the Listing Rules from a closely allied group of Shareholders comprising SCHK, Xx. Xxx and his wholly owned companies including Leading Star, Crisana and Charming Future, who are beneficially interested in an aggregate of 2,095,991,280 Shares (representing approximately 80.66% of the entire issued Shares giving share capital of the right Company) as at the date of this announcement. SCHK, Xx. Xxx and his wholly owned companies including Leading Star, Crisana and Charming Future are parties acting in concert pursuant to attend the Concert Group Agreement and vote at thus are a general meeting), the closely allied group of Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company Directors’ knowledge, information and belief, having made all reasonable enquiries, no Shareholder has a Shareholders or any of their respective close associates have any material interest in the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder. Accordingly, no Shareholder ; and therefore none of them is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder. As at such, no general meeting will be convened for the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% approval of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract JV Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to as is permitted under Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Joint Venture Agreement
LISTING RULES IMPLICATIONS. As at the date of the Agreement, the Target Company is a 51% owned subsidiary of the Company and is owned by the Buyer as to 29.4%. Therefore, the Buyer is a substantial shareholder of the Target Company and is a connected person of the Company at the subsidiary level under the Listing Rules. The Disposal thus constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. Since the connected transaction between the Buyer and the Seller is on normal commercial terms, the connected transaction is exempt from the circular, independent financial advice and shareholders’ approval requirements pursuant to Rule 14A.101 of the Listing Rules. Further, as one or more of the applicable percentage ratios (as defined in the Listing Rules) as calculated with reference to under Rule 14.07 14.06 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Disposal is more than 25% but all of the percentage ratios are less than 10075%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Disposal constitutes a major transaction on the part of the Company under Chapter 14 of the Listing Rules and are Rules. The Disposal is subject to the reporting, announcement and shareholdersthe Shareholders’ approval requirements requirement under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 None of the Listing Rules, (i) Directors had material interests in the Disposal and hence no Shareholder Director is required to abstain from voting if on the Company were to convene a general meeting for Board resolutions approving the approval of the Yanzhou Project Contract Agreement and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of So far as the Company is aware, having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract in, and the transactions contemplated thereunder. Accordingly, no Shareholder is would be required to abstain from voting on the resolution to approve, the Disposal if the Company were to convene a general meeting for to approve the same. The Company has received written Shareholders’ approval in respect of the Yanzhou Project Contract and Disposal from Xxxxxx Investment Limited, which holds 888,650,000 issued shares of the transactions contemplated thereunder. As Company (representing approximately 63.48% of the total issued shares of the Company) as at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to accordance with Rule 14.44 of the Listing Rules. A circular containingAccordingly, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project no Shareholders’ meeting will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed convened by the Yanzhou District and Jining City Government, and Company to generate electricity from residual heat from waste incineration. Upon completion of approve the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:Disposal.
Appears in 1 contract
Samples: Disposal Agreement
LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 of the Listing Rules and are subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX Youku Information is a consolidated entity of Alibaba Holding. Alibaba Holding is the ultimate shareholder of Alibaba Investment, which is a controlling shareholder and Idataa connected person of the Company holding 16,001,087,693 Shares in aggregate, a representing approximately 53.85% of the issued share capital of the Company, among which (i) 13,488,058,846 Shares are held by Ali CV, the wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectivelyAlibaba Investment, and form (ii) 2,513,028,847 Shares are held by Xxxxxxx Investment. Accordingly, each of Alibaba Holding and Youku Information is an associate of Alibaba Investment and thus a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% connected person of the total number Company. The entering into of Shares in issue)the Commissioned Production Cooperation Framework Agreement and the transactions contemplated thereunder constitute continuing connected transactions for the Company under Chapter 14A of the Listing Rules. As XXXX one or more applicable percentage ratios calculated with reference to the highest annual cap under the Commissioned Production Cooperation Framework Agreement is more than 0.1% but less than 5%, the transactions contemplated thereunder are subject to reporting, annual review and Idata do not announcement requirements, but exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As each of Mr. Xxx Xxxxxx, Xx. Xxxx Jun and Xx. Xxxx Pen Hung holds positions in Alibaba Holding or its subsidiaries, and Mr. Xx Xxx is currently taking up a management role in a subsidiary of Alibaba Holding, they are deemed or may be perceived to have a material interest in the transactions contemplated under the Commissioned Production Cooperation Framework Agreement. Accordingly, they have abstained from voting on the related Board resolutions. To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, other than those Directors, no other Directors have any material interest in the Yanzhou Project Contract Commissioned Production Cooperation Framework Agreement and the transactions contemplated thereunder other than through their interests in (including the Sharesannual caps related thereto), and or are required to abstain from voting on the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting resolutions of the Company will be convened for the purpose of Board approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:same.
Appears in 1 contract
Samples: Commissioned Production Cooperation Framework Agreement
LISTING RULES IMPLICATIONS. As one or more at the date of this announcement, Shougang Group is interested in approximately 24.52% of the applicable percentage ratios calculated with reference issued Shares and hence, a substantial Shareholder and a connected person of the Company. Shougang Fund, a wholly-owned subsidiary of Shougang Group, is interested in approximately 12.39% of the issued Shares, and hence a substantial Shareholder and a connected person of the Company. Shougang Fund holds approximately 48.86% equity interest in Shoushi Changtai, and hence Xxxxxxx Xxxxxxxx is an associate of Shougang Fund and a connected person of the Company. Accordingly, the entering into of the Second Supplemental Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14.07 14A.54 of the Listing Rules, if the Company intends to revise material terms for continuing connected transactions, the Company will be required to re-comply with relevant provisions of Chapter 14A of the Listing Rules in respect of the capital commitment (including construction land fee) relevant continuing connected transactions. As the applicable percentage ratios in respect of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25Annual Caps are more than 0.1% but are all less than 1005%, the entering into of the Yanzhou Project Contract Second Supplemental Agreement and the transactions contemplated thereunder constitute a major transaction continuing connected transactions of the Company under Chapter 14 of the Listing Rules and are subject to the reporting, announcement and annual review requirements but exempt from the independent shareholders’ approval requirements requirement under Chapter 14 14A of the Listing Rules. Pursuant to Rule 14.44 14A.52 of the Listing Rules, (i) no Shareholder is required the term of an agreement for a continuing connected transaction of a listed issuer must not exceed three years except in special circumstances where the nature of the transaction requires a longer period. Please refer to abstain the section headed “PREVIOUS OPINION FROM THE INDEPENDENT FINANCIAL Xx. Xxxx Xxxxxxxx and Mr. Xx Xxxxx, by virtue of their connection with Shougang Group, have abstained from voting if on the Company were Board resolutions proposed to convene a general meeting for approve the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Second Supplemental Agreement and the transactions contemplated thereunder. AccordinglySave as disclosed, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval none of the Yanzhou Project Contract Directors has any material interest in the Second Supplemental Agreement and the transactions contemplated thereunder. As at The Directors (including the date of this announcement, XXXX and Idata, a whollyindependent non-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% executive Directors but excluding the Directors who have abstained from voting on the relevant Board resolutions) consider that the terms of the total number Second Supplemental Agreement are fair and reasonable and that the entering into of Shares in issue). As XXXX and Idata do not have any material interest the Second Supplemental Agreement is on normal commercial terms, in the Yanzhou Project Contract ordinary and usual course of business of the transactions contemplated thereunder other than through their interests Group and in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting interests of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the its Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (as a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:whole.
Appears in 1 contract
Samples: Parking Lots Cooperation Agreement
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Reverse Factoring Agreement is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Reverse Factoring Agreement constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreement may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreement and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreement and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreement and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYueda Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreement and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Reverse Factoring Agreement
LISTING RULES IMPLICATIONS. As Alibaba Holding is the ultimate majority shareholder of the Company, and Controls the AGH Service Group, each of the AGH Service Group is a connected person of the Company. The transactions contemplated under the Services Framework Agreement between the Group and the AGH Service Group thus constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed 25% but are less annual cap is higher than 1005%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute a major transaction of under the Company under Chapter 14 of the Listing Rules and Services Framework Agreement are subject to the reporting, announcement announcement, annual review and shareholdersIndependent Shareholders’ approval requirements under Chapter 14 14A of the Listing Rules. Pursuant The Company has established an Independent Board Committee comprising all the independent non-executive Directors to advise the Independent Shareholders in connection with the entering into of the Services Framework Agreement. The Company will also appoint an Independent Financial Adviser to advise the Independent Board Committee and the Independent Shareholders on this matter. As Xx. XX Yongming, Xx. XXXX Chung, Joseph, Xx. XXXXX Aizhu and Xx. XXXX Kai are employees of Alibaba Holding or its subsidiaries, each of these Directors is deemed or may be perceived to have a material interest in the transaction. Accordingly, they abstained from voting on the resolutions in connection with the continuing connected transactions under the Services Framework Agreement. To comply with Rule 14.44 14A.36 of the Listing Rules, (i) the Company will convene the SGM to seek Independent Shareholders’ approval for the Services Framework Agreement, the transactions contemplated thereunder and the annual caps. Any Shareholder with a material interest in the Services Framework Agreement and the transactions contemplated thereunder and his/her/ its associates shall abstain from voting on the resolutions approving the same. To the best knowledge, belief and information of the Directors, having made all reasonable enquiries, Perfect Advance, which holds a total of 4,420,628,008 Shares, representing approximately 54.03% of the issued share capital of the Company, and its associates, shall abstain from voting in relation to the ordinary resolutions to be put forward at the SGM for the purpose of approving the Services Framework Agreement and the transactions contemplated thereunder. Apart from the above, none of the Shareholders has a material interest in the Services Framework Agreement and the transactions contemplated thereunder, and therefore no other Shareholder is required to abstain from voting if on the Company were to convene a general meeting for proposed resolutions approving the approval same. A circular containing, inter alia, further details of the Yanzhou Project Contract Services Framework Agreement and the transactions contemplated thereunder; and (ii) written approval , the letter from the Independent Board Committee to the Independent Shareholders, the letter of advice from the Yanzhou Project Contract Independent Financial Adviser to the Independent Board Committee and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group Independent Shareholders, together with the notice of Shareholders (who together hold more than 50% of the issued Shares giving the right SGM, is expected to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:Rules.
Appears in 1 contract
Samples: Services Framework Agreement
LISTING RULES IMPLICATIONS. As one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of the Listing Rules in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Transaction is more than 25% but all are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Transaction constitutes a major transaction of the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, written Shareholders’ approval may be accepted in lieu of holding a general meeting of the Company if (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Construction Agreement and the transactions contemplated thereunderTransaction; and (ii) a written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving voting rights at that general meeting of the right Company to attend approve the Construction Agreement and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meetingTransaction. To the best knowledge of the Company Directors’ knowledge, information and belief, after having made all reasonable enquiries, no Shareholder none of the Shareholders has a any material interest in the Yanzhou Project Contract Construction Agreement and the transactions contemplated thereunderTransaction. Accordingly, Since no Shareholder is required to abstain from voting if the Company were to convene a general meeting were to be convened for the approval of the Yanzhou Project Contract Construction Agreement and the transactions contemplated thereunderTransaction, a written Shareholders’ approval may be accepted in lieu of holding a general meeting pursuant to Rule 14.44 of the Listing Rules. As at the date of this announcement, XXXX and IdataWorld Empire, a wholly-owned subsidiary being the controlling Shareholder of XXXXthe Company holding 150,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.458.2% of the total number of issued Shares in issue). As XXXX and Idata do not have any material interest in of the Yanzhou Project Contract Company, has given a written Shareholder’s approval with respect to the Construction Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing RulesTransaction. A circular Circular containing, among other things, (i) further details of the Yanzhou ProjectConstruction Agreement and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders on or before 15 December 2020 as additional time is required for the Company to prepare and finalise certain information relating to indebtedness statements and working capital sufficiency for inclusion in accordance the Circular, the Company will apply to the Stock Exchange for a waiver from strict compliance with Rule 14.41(a) of the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right in respect of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance delay in despatch of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:Circular.
Appears in 1 contract
Samples: Construction Agreement
LISTING RULES IMPLICATIONS. As one or more (i) the ultimate beneficial owner of both Xxxxxx Xxxxxxxxx and Gaoxin is the same i.e. Yancheng City Dafeng District People’s Government( 鹽城市大豐區人民政府); and (ii) the transactions contemplated under the Reverse Factoring Agreements were completed within a 12-month period, the transaction contemplated under the Gaoxin Reverse Factoring Agreement and Gaoxin Supplemental Reverse Factoring Agreement is required to be aggregated with the transaction under the Dafeng Reverse Factoring Agreement pursuant to Rule 14.22 of the Listing Rules. As the highest applicable percentage ratios ratio as calculated with reference to under Rule 14.07 of the Listing Rules in respect of relation to the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Reverse Factoring Agreements is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Reverse Factoring Agreements constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYueda Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou ProjectReverse Factoring Agreements and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:2 August 2023.
Appears in 1 contract
LISTING RULES IMPLICATIONS. As one or more (i) the ultimate beneficial owner of both Xxxxxx Xxxxxxxxx and Gaoxin is the same i.e. Yancheng City Dafeng District People’s Government(鹽城市大豐區人民政府); and (ii) the transactions contemplated under the Reverse Factoring Agreements were completed within a 12-month period, the transaction contemplated under the Gaoxin Reverse Factoring Agreement is required to be aggregated with the transaction under the Dafeng Reverse Factoring Agreement pursuant to Rule 14.22 of the Listing Rules. As the highest applicable percentage ratios ratio as calculated with reference to under Rule 14.07 of the Listing Rules in respect of relation to the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Reverse Factoring Agreements is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Reverse Factoring Agreements constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou ProjectReverse Factoring Agreements and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:26 July 2023.
Appears in 1 contract
Samples: Reverse Factoring Agreement
LISTING RULES IMPLICATIONS. As one or more the Post-Listing Structured Deposit Agreements and the Pre-Listing Structured Deposit Agreements were entered into with the same bank and were of similar nature and within a 12-month period, the applicable Post-Listing Structured Deposit Agreements shall be aggregated with the Pre-Listing Structured Deposit Agreements for the purpose of calculating the relevant percentage ratios calculated with reference pursuant to Rule 14.07 14.22 of the Listing Rules in respect Rules. As the highest applicable ratio of the capital commitment (including construction land fee) of Post-Listing Structured Deposit Agreements, as aggregated with the Project Company to be established by the Company under the Yanzhou Project Contract exceed Pre-Listing Structured Deposit Agreements, exceeds 25% but are is less than 100%, the entering into of the Yanzhou Project Contract and the Post- Listing Structured Deposit Agreements constitutes major transactions contemplated thereunder constitute a major transaction of for the Company under Chapter 14 of the Listing Rules and are therefore shall subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company Directors’ knowledge, information and belief having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract in, and the transactions contemplated thereunder. Accordingly, no Shareholder is would be required to abstain from voting on, any resolution to approve, confirm and/or ratify the Post-Listing Structured Deposit Agreements if the Company were to convene a general meeting for to approve, confirm and/or ratify the approval same. The Company has received written certificate to approve, confirm and ratify the Post-Listing Structured Deposit Agreements from Niusanping Limited and Niujian Limited, being a closely allied group of Shareholders, which together hold 375,000,000 issued shares of the Yanzhou Project Contract and Company (representing approximately 74.18% of the transactions contemplated thereunder. As total issued shares of the Company) as at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to accordance with Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project No Shareholders’ meeting will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed convened by the Yanzhou District and Jining City GovernmentCompany to approve, and to generate electricity from residual heat from waste incineration. Upon completion of confirm and/or ratify the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the buildPost-operate-transfer (BOT) model, including:Listing Structured Deposit Agreements.
Appears in 1 contract
Samples: Structured Deposit Agreements
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of Factoring Agreements and the Project Company to be established by Supplemental Reverse Factoring Agreement entered into between the Company under and the Yanzhou Project Contract exceed same Party or associated parties in aggregate are more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract Factoring Agreements, and the Supplemental Reverse Factoring Agreement by the same Party or associated parties constitutes major transactions contemplated thereunder constitute a major transaction of for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Factoring Agreements and the Supplemental Reverse Factoring Agreement may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract the Factoring Agreements and Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To Factoring Agreements and the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of Factoring Agreements and the Yanzhou Project Contract Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX the Company, has provided written shareholder’s approvals on the Factoring Agreements and Idata do not have any material interest in the Yanzhou Project Contract Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Factoring Agreements and the Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract Factoring Agreements and the transactions contemplated thereunder; (ii) Supplemental Reverse Factoring Agreement and other information as required under the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will Listing Rules, is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:19 July 2021.
Appears in 1 contract
Samples: Factoring Agreements and Supplemental Reverse Factoring Agreement
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of Factoring Agreements and the Project Company to be established by Supplemental Reverse Factoring Agreement entered into between the Company under and the Yanzhou Project Contract exceed same Party or associated parties in aggregate are more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract Factoring Agreements and the Supplemental Reverse Factoring Agreement by the same Party or associated parties constitutes major transactions contemplated thereunder constitute a major transaction of for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Factoring Agreements and the Supplemental Reverse Factoring Agreement may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Factoring Agreements and the Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To Factoring Agreements and the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of Factoring Agreements and the Yanzhou Project Contract Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX the Company, has provided written shareholder’s approvals on the Factoring Agreements and Idata do not have any material interest in the Yanzhou Project Contract Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Factoring Agreements and the Supplemental Reverse Factoring Agreement and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Factoring Agreements and Supplemental Reverse Factoring Agreement
LISTING RULES IMPLICATIONS. As one or more the Post-Listing Structured Deposit Agreements (including the Structured Deposit Agreement (September 2021)) and the Pre-Listing Structured Deposit Agreements were entered into with the same bank and were of similar nature and within a 12-month period, the applicable Post-Listing Structured Deposit Agreements (including the Structured Deposit Agreement (September 2021)) shall be aggregated with the Pre-Listing Structured Deposit Agreements, for the purpose of calculating the relevant percentage ratios calculated with reference pursuant to Rule 14.07 14.22 of the Listing Rules in respect Rules. As the highest applicable ratio of the capital commitment Post-Listing Structured Deposit Agreements (including construction land fee) of the Project Company to be established by Structured Deposit Agreement (September 2021)), as aggregated with the Company under the Yanzhou Project Contract exceed Pre-Listing Structured Deposit Agreements, exceeds 25% but are is less than 100%, the entering into of Post-Listing Structured Deposit Agreements (including the Yanzhou Project Contract and the Structured Deposit Agreement (September 2021)) constitutes major transactions contemplated thereunder constitute a major transaction of for the Company under Chapter 14 of the Listing Rules and are therefore shall subject to the reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company Directors’ knowledge, information and belief having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract in, and the transactions contemplated thereunder. Accordingly, no Shareholder is would be required to abstain from voting on, any resolution to approve, confirm and/or ratify the Post-Listing Structured Deposit Agreements (including the Structured Deposit Agreement (September 2021)) if the Company were to convene a general meeting for to approve, confirm and/or ratify the approval same. The Company has received written certificate to approve, confirm and ratify the Post-Listing Structured Deposit Agreements (including the Structured Deposit Agreement (September 2021)) from Niusanping Limited and Niujian Limited, being a closely allied group of Shareholders, which together hold 375,000,000 issued shares of the Yanzhou Project Contract and Company (representing approximately 74.18% of the transactions contemplated thereunder. As total issued shares of the Company) as at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to accordance with Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project No Shareholders’ meeting will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed convened by the Yanzhou District and Jining City GovernmentCompany to approve, and to generate electricity from residual heat from waste incineration. Upon completion of confirm and/or ratify the construction of Post-Listing Structured Deposit Agreements (including the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 Structured Deposit Agreement (equivalent to approximately HK$904,691,000September 2021), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Structured Deposit Agreements
LISTING RULES IMPLICATIONS. As one or more (i) the ultimate beneficial owner of both Xxxxxx Xxxxxxxxx and Gaoxin is the same i.e. Yancheng City Dafeng District People’s Government(鹽城市大豐區人民政府); and (ii) the transactions contemplated under the Reverse Factoring Agreements were completed within a 12-month period, the transaction contemplated under the Gaoxin Reverse Factoring Agreement and Gaoxin Supplemental Reverse Factoring Agreement is required to be aggregated with the transaction under the Dafeng Reverse Factoring Agreement pursuant to Rule 14.22 of the Listing Rules. As the highest applicable percentage ratios ratio as calculated with reference to under Rule 14.07 of the Listing Rules in respect of relation to the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Reverse Factoring Agreements is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Reverse Factoring Agreements constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYueda Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou ProjectReverse Factoring Agreements and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:2 August 2023.
Appears in 1 contract
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of the Project Company to be established by Factoring Agreement entered into between the Company under and the Yanzhou Project Contract exceed CNFP or associated parties is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Factoring Agreement with CNFP or associated parties constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Factoring Agreement with CNFP may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Group (H.K.) Co., a wholly-owned subsidiary of XXXXLimited, are interested in 17,445,000 Shares and 738,675,000 Shares respectivelyholding 808,971,333 Shares, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.469.22% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Factoring Agreement with CNFP and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containingcircular, containing among other things, (i) details of the Yanzhou ProjectFactoring Agreements, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information details of the Group; and Supplemental Factoring Agreements (iii) as defined in the business valuation report announcement of the Yanzhou Project will Company dated 23 May 2018) and other information as required under the Main Board Listing Rules, is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only24 July 2018. On 8 January 2020The Board hereby announces that on 28 June 2018, Yueda Commercial Factoring, an indirect wholly owned subsidiary of the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments Company, entered into the Yanzhou Project ContractFactoring Agreements, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District Yueda Commercial Factoring agreed to provide Accounts Receivable Services and granted factoring loan credit limits to the Parties and the Parties are entitled to apply for accounts transfer and factoring services. If the Party needs financing facility from Yueda Commercial Factoring, it will make an application for factoring services. If the credit assessment is to the satisfaction of Yueda Commercial Factoring, Yueda Commercial Factoring will grant the concession right revolving factoring loan within the credit limit. The principal terms of the Yanzhou Project to Factoring Agreements entered into between the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day Company and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, includingParties are set out below:
Appears in 1 contract
Samples: Factoring Agreements
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) each of the Project Company to be established by the Company under the Yanzhou Project Contract exceed (i) Xxxxxxxx Xxxxxxxx Reverse Factoring Agreement and (ii) Funing Fuhai Reverse Factoring Agreement respectively is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the Reverse Factoring Agreements constitutes major transactions contemplated thereunder constitute a major transaction of respectively for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYueda Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou ProjectReverse Factoring Agreements and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:9 October 2023.
Appears in 1 contract
Samples: Reverse Factoring Agreements
LISTING RULES IMPLICATIONS. Sinomax Kuka is an indirect non-wholly owned subsidiary of the Company, which is owned as to 60% by the Group and as to 40% by Gu Jia Household. Gu Jia Household is the holding company of each of Gu Jia Bedding, Gu Xxx Xxxxxx, Gu Jia Intelligence and Gu Jia Jiaxing. 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. As such, each of Gu Xxx Xxxxxx, Xx Xxx Xxxxxxx, Gu Jia Intelligence and Gu Jia Jiaxing, 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 under Rule 14A.07(4) of the Listing Rules. Hence, the transactions contemplated under the Revised Haining Procurement Agreement constitute continuing connected transactions of the Company. While one or more of the applicable percentage ratios calculated with reference to Rule 14.07 of (other than the profit ratio) as defined under the Listing Rules in respect of the capital commitment (including construction land feeRevised Haining Annual Cap when considered separately, or aggregated with the Zhejiang Annual Cap, 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 a subsidiary of the Company. Hence, each member of the Gu Jia Group is a connected person at the subsidiary level of the Company under Rule 14A.06(9) of the Project Company to be established by Listing Rules. The Board has approved the Company transactions contemplated under the Yanzhou Project Contract exceed 25% but are less than 100%Revised Haining Procurement Agreement (and the Zhejiang Procurement Agreement, when considered on an aggregate basis), and the entering into independent non-executive Directors have confirmed that the terms of the Yanzhou Project Contract and the transactions contemplated thereunder constitute a major transaction are fair and reasonable, on normal commercial terms or better, in the ordinary and usual course of business of the Group, and in the interest of the Company and its Shareholders as a whole. As the conditions required under Rule 14A.101 of the Listing Rules have been fulfilled, the transactions contemplated under the Revised Haining Procurement Agreement (and the Zhejiang Procurement Agreement, when considered on an aggregate basis) are only subject to reporting, annual review and announcement requirements set out in Chapter 14 14A of the Listing Rules and are subject to exempt from the reporting, announcement circular and independent shareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract and the transactions contemplated thereunder. Accordingly, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder. As at the date of this announcement, XXXX and Idata, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.4% of the total number of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:requirements.
Appears in 1 contract
Samples: Procurement Agreement
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of the Project Company to be established by Factoring Agreement entered into between the Company under the Yanzhou Project Contract exceed and CNFP or associated parties is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Factoring Agreement with CNFP or associated parties constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under the Listing Rules. As the highest applicable percentage ratio (as defined under the Listing Rules) in respect of the Factoring Agreement entered into between the Company and CNECE or associated parties is more than 5% but less than 25%, the entering into of the Factoring Agreement with CNECE constitutes a discloseable transaction of the Company under the Listing Rules and is subject to the reporting and announcement requirements under Chapter 14 14A of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Factoring Agreement with CNFP may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Group (H.K.) Co., a wholly-owned subsidiary of XXXXLimited, are interested in 17,445,000 Shares and 738,675,000 Shares respectivelyholding 808,971,333 Shares, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.469.22% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Factoring Agreement with CNFP and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Factoring Agreement with CNFP and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Factoring Agreements
LISTING RULES IMPLICATIONS. As one or more (i) the ultimate beneficial owner of both Xxxxxx Xxxxxxxxx and Gaoxin is the same i.e. Yancheng City Dafeng District People’s Government( 鹽城市大豐區人民政府); and (ii) the transactions contemplated under the Reverse Factoring Agreements were completed within a 12-month period, the transaction contemplated under the Gaoxin Reverse Factoring Agreement is required to be aggregated with the transaction under the Dafeng Reverse Factoring Agreement pursuant to Rule 14.22 of the Listing Rules. As the highest applicable percentage ratios ratio as calculated with reference to under Rule 14.07 of the Listing Rules in respect of relation to the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract exceed Reverse Factoring Agreements is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Reverse Factoring Agreements constitutes a major transaction of for the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYue Da Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou ProjectReverse Factoring Agreements and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only26 July 2023. On 8 January 2020Reference is made to the discloseable transaction announcement of the Company dated 28 December 2022 in relation to the Dafeng Reverse Factoring Agreement. The Board hereby announces that on 5 July 2023, Yueda Commercial Factoring, an indirect wholly owned subsidiary of the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments Company, entered into the Yanzhou Project ContractGaoxin Reverse Factoring Agreement, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District Yueda Commercial Factoring agreed to provide Accounts Receivable Services and granted reverse revolving factoring financing credit limits to Gaoxin and Gaoxin is entitled to apply for accounts receivables transfer and factoring services. If Gaoxin needs financing facility from Yueda Commercial Factoring, it will make an application for factoring services. If the credit assessment is to the satisfaction of Yueda Commercial Factoring, Yueda Commercial Factoring will grant the concession right factoring financing within the reverse revolving credit limit. The principal terms of the Yanzhou Project to Gaoxin Reverse Factoring Agreement entered into between the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation Company and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, includingGaoxin are set out below:
Appears in 1 contract
Samples: Reverse Factoring Agreement
LISTING RULES IMPLICATIONS. As the Acquisition concerns an acquisition, and one or more of the applicable percentage ratios calculated with reference to (as defined under Rule 14.07 of the Listing Rules Rules) in respect of the capital commitment (including construction land fee) of the Project Company to be established by the Company under the Yanzhou Project Contract Acquisition exceed 25% but all such percentage ratios are less than below 100%, the entering into of the Yanzhou Project Contract and the transactions contemplated thereunder constitute Acquisition constitutes a major transaction of the Company under Chapter 14 of the Listing Rules and are is subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. The Acquisition will be subject to the approval by the Independent Shareholders at the EGM. The EGM will be held by the Company for the Shareholders to consider, and if thought fit, to pass the resolutions to approve the Share Transfer Agreement and the transactions contemplated thereunder. Pursuant to Rule 14.44 2.15 of the Listing Rules, (i) no any Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract and the transactions contemplated thereunder; and (ii) written approval of the Yanzhou Project Contract and the transactions contemplated thereunder having been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares giving the right to attend and vote at a general meeting), the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Share Transfer Agreement shall abstain from voting to approve the Share Transfer Agreement and the transactions contemplated thereunderthereunder at the EGM. Accordingly, no Shareholder is required to abstain from voting if To the Company were to convene a general meeting for the approval best of the Yanzhou Project Contract and the transactions contemplated thereunder. As Directors’ knowledge, as at the date of this announcement, XXXX and Idatathe Vendor holds 47,184,000 Shares, a wholly-owned subsidiary of XXXX, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.48.97% of the total number issued Shares of Shares in issue)the Company. As XXXX The Vendor is not a connected person of the Group, and Idata do not have any material save as aforesaid, is an Independent Third Party of the Company. Given the Vendor’s interest in the Yanzhou Project Contract Share Transfer Agreement, it is required to abstain from voting in respect of the proposed resolutions for approving the Share Transfer Agreement and the transactions contemplated thereunder at the EGM. To the best of the Directors’ knowledge, no Shareholder (other than through their interests in the Shares, and Vendor) is required to abstain from voting at the Company has obtained written approval from XXXX and Idata, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing RulesEGM. A circular containing, among other things, (i) further details of the Yanzhou ProjectAcquisition and other information as required under the Listing Rules, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will is expected to be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only25 October 2022. On 8 January 2020, the General Administration Shareholders and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which potential investors shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon note that completion of the construction Acquisition is subject to the conditions precedent set out in the section headed “Conditions precedent” and may or may not materialize. Shareholders and potential investors are advised to exercise caution when dealing in the securities of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:Company.
Appears in 1 contract
Samples: Share Transfer Agreement
LISTING RULES IMPLICATIONS. As one or more of the highest applicable percentage ratios calculated with reference to Rule 14.07 of ratio (as defined under the Listing Rules Rules) in respect of the capital commitment (including construction land fee) each of the Project Company to be established by the Company under the Yanzhou Project Contract exceed (i) Xxxxxxxx Xxxxxxxx Reverse Factoring Agreement, and (ii) Funing Fuhai Reverse Factoring Agreement respectively is more than 25% but are less than 100%, the entering into of the Yanzhou Project Contract and the Reverse Factoring Agreements constitutes major transactions contemplated thereunder constitute a major transaction of respectively for the Company under Chapter 14 of the Listing Rules and are is therefore subject to the reporting, announcement announcement, circular and shareholdersShareholders’ approval requirements under Chapter 14 of the Listing Rules. Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i1) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii2) the written Shareholders’ approval of the Yanzhou Project Contract and the transactions contemplated thereunder having has been obtained from a Shareholder or a closely allied group of Shareholders (who together hold more than 50% of the issued Shares share capital of the Company giving the right to attend and vote at a that general meeting), meeting to approve the Shareholders’ approval may be obtained by way of written Shareholders’ approval instead of convening a general meeting. To the best knowledge of the Company having made all reasonable enquiries, no Shareholder has a material interest in the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. AccordinglyTo the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the approval of the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder. As at of the date of this the announcement, XXXX and IdataYueda Capital (HK) Limited, a wholly-owned subsidiary of XXXXholding 600,000,000 Shares, are interested in 17,445,000 Shares and 738,675,000 Shares respectively, and form a closely allied group of Shareholders holding an aggregate of 756,120,000 Shares (representing approximately 50.451.34% of the total number issued share capital of Shares in issue). As XXXX and Idata do not have any material interest in the Yanzhou Project Contract Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder other than through their interests in the Shares, and the Company has obtained written approval from XXXX and Idatathereunder. As such, no extraordinary general meeting of the Company will be convened for the purpose of approving the Yanzhou Project Contract Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, (i) details of the Yanzhou Project, the Yanzhou Project Contract and the transactions contemplated thereunder; (ii) the financial information of the Group; and (iii) the business valuation report of the Yanzhou Project will be despatched to the Shareholders in accordance with the Listing Rules on or before 31 January 2020 for information purposes only. On 8 January 2020, the General Administration and Law Enforcement Bureau of Yanzhou District and the Consortium of Beifa Investments entered into the Yanzhou Project Contract, pursuant to which the General Administration and Law Enforcement Bureau of Yanzhou District agreed to grant the concession right of the Yanzhou Project to the Consortium of Beifa Investments, which shall be responsible for the financing, investment, design, construction, operation and maintenance of the Yanzhou Project, and transfer the assets of the Yanzhou Project to the General Administration and Law Enforcement Bureau of Yanzhou District upon the expiry of the concession right. Date : 8 January 2020 Parties : Party A : The General Administration and Law Enforcement Bureau of Yanzhou District Party B : Beifa Investments (the leader of the consortium); and Yongyue Environmental (a member of the consortium), collectively the “Consortium of Beifa Investments” The Yanzhou Project is located in Yanzhou District, Jining City, Shandong Province, the PRC with a site area of approximately 175,473 sq.m. for the construction of a household waste incineration power plant, including 3 waste grate incineration furnaces (3 setsx500 tonnes/ day), 32 MW (1x20 MW + 1x12 MW) steam turbine generator units, as well as ancillary facilities in the plant area, to provide incineration treatment for household waste deployed by the Yanzhou District and Jining City Government, and to generate electricity from residual heat from waste incineration. Upon completion of the construction of the Yanzhou Project, the waste treatment capacity shall be 1,500 tonnes/day and the annual waste treatment capacity shall be 499,500 tonnes. The Yanzhou Project has been approved by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC or relevant approval authorities for planning, feasibility study, project approval and environmental assessment. According to the feasibility study report of the Yanzhou Project and preliminary estimation, the total estimated investment of the Yanzhou Project is approximately RMB808,214,600 (equivalent to approximately HK$904,691,000), of which the construction land fee is estimated to be approximately RMB72,630,000 (equivalent to approximately HK$81,300,000). As agreed in the Yanzhou Project Contract and authorised by the People’s Government of Yanzhou District, Jining City, Shandong Province of the PRC, the General Administration and Law Enforcement Bureau of Yanzhou District granted the Consortium of Beifa Investments and the Project Company it formed the concession right to implement the Yanzhou Project under the build-operate-transfer (BOT) model, including:.
Appears in 1 contract
Samples: Reverse Factoring Agreements