REASONS AND BENEFITS FOR THE TRANSACTION. The Directors believe that it is in the best interest of the Group to enter into the above transactions with CNAF having taken into account the following factors:
REASONS AND BENEFITS FOR THE TRANSACTION. The Directors believe that it is in the best interest of the Group to enter into the transactions under the Air China Financial Services Agreement having taken into account the following factors:
REASONS AND BENEFITS FOR THE TRANSACTION. At the time the Company proposed to acquire 63% interest in Xx Xxxx Xxxxx in 2009, there was an outstanding debt owned by Xxxx Xxxx Power to Xx Xxxx Xxxxx. It was a condition precedent to the completion of the acquisition that Xx Xxxx Power, Xxxx Xxxx Xxxxx and certain independent financial institutions would enter into entrusted loan agreements for the amount of RMB1.5 billion to govern the debt owed by Qian Dong Power. Details please refer to the Company’s circular to the shareholders dated 29 June 2009. As at the date of this announcement, Xxxx Xxxx Xxxxx has already repaid RMB1.2 billion, it is now re-entered into the Xx Xxxx Entrusted Loan Agreement for the remaining RMB300 million of the outstanding debt. The Board is of the view that providing the Entrusted Loan to Xxxx Xxxx Power through the lending agent will help monitoring Xxxx Xxxx Xxxxx’s use of proceeds from the loan and its due repayment. The terms of the Xx Xxxx Entrusted Loan Agreement were negotiated on an arm’s length basis between all parties thereto and were determined on normal commercial terms. The Directors (including the independent non-executive Directors) believe that the terms of the Xx Xxxx Entrusted Loan Agreement are fair and reasonable and in the interests of the Company and its shareholders as a whole. None of the Directors has material interest in the transaction of the Xx Xxxx Entrusted Loan Agreement or is required to abstain from voting on the board resolution.
REASONS AND BENEFITS FOR THE TRANSACTION. In order to avoid or minimize the currency risks associated with the Group’s businesses and operations which are mainly denominated in RMB and/or HKD and for the hedging purpose, SZ Kingworld and CITIC Shenzhen Branch entered into the Master Foreign Exchange Swap Agreement in respect of RMB/HKD foreign exchange swap services. The Company believes that given the foreign exchange swap rates will be determined at the time of entering into the transaction, the risks of exchange rate fluctuations can be effectively avoided and the exposure quantified as a fixed cost of the transaction which is conducive to reasonable control over currency risks.
REASONS AND BENEFITS FOR THE TRANSACTION. The terms of the Supplemental Loan Agreement have been agreed after arm’s length negotiations between the relevant parties. The Board believes that the extension of the repayment date for part of the principal under the Loan Agreement can help GNE Group improve its cash flow. The Supplemental Loan Agreement will also provide additional interest income to the Group. The Directors (including the independent non-executive Directors) consider that the terms of the Supplemental Loan Agreement are fair and reasonable, and that the transaction contemplated under the Supplemental Loan Agreement is on normal commercial terms and entered into in the ordinary and usual course of business of the Group and that the entering into of the Supplemental Loan Agreement is in the interests of the Company and the Shareholders as a whole.
REASONS AND BENEFITS FOR THE TRANSACTION. The Premises is to be used as the principal office for the Group. To the best of the knowledge of the directors of the Company (the “Directors”), information and belief having made all reasonable enquiries, the Landlord and its ultimate beneficial owners are each independent of and not connected with the Company or its connected persons (as defined in the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited (the “GEM Listing Rules”)). The Directors (including the independent non-executive directors) consider that the terms of the transaction contemplated under the Tenancy Agreement are in the ordinary and usual course of the business of the Company, and the terms contained therein are on normal commercial terms, which are arrived at arm’s length negotiations and by reference to open market rental of premises of comparable size and location, and are fair and reasonable and in the interests of the Company and its shareholders (the “Shareholders”) as a whole.
REASONS AND BENEFITS FOR THE TRANSACTION. The Materials are required for the operation of the desulphurization systems of the Company’s coal-fired power plants. The relevant Suppliers are all conveniently located in the closest proximity to the relevant power plants of the Company. The Directors are of the view that the entering into the Material Purchase Framework Agreement will save much transportation cost and ensure stable supply, efficient and timely delivery of the Materials. The Directors (including the independent non-executive Directors) are of the view that as far as the shareholders of the Company are concerned, the Material Purchase Framework Agreement is entered into in the ordinary course of the Company’s business, on normal commercial terms, fair and reasonable and in the interests of the Company and its shareholders as a whole. None of the Directors has material interest in the transaction of the Material Purchase Framework Agreement or is required to abstain from voting on the board resolution.
REASONS AND BENEFITS FOR THE TRANSACTION. The Huaxiang Industrial Park has been basically shaped after ten year ’s construction. Since the requisition approval process then was in stages and in batches, and each zone of land was determined based on the ridge between fields and was in irregular shape, whereas the constructions of the factories of the companies were implemented based on planning, the road network and the situation of the buildings were mismatched with the actual area of each zone which caused an inconsistency between land certificates and property ownership certificates, which in turn resulted in unclear property rights and to a certain extent affected the normal operation of the companies. The Directors are of the view that the Land Rezoning Agreement is beneficial to the development of the principal business of the Company and is in line with its business strategies and interests as a whole. The Directors are of the view that the terms and conditions of the Land Rezoning Agreement are fair and reasonable and are in the interests of the Company and its Shareholders as a whole. LISTING RULES IMPLICATIONS As at the date hereof, Huaxiang Group is owned as to 89.758% by Xx. Xxxx Xxxxx (father of Xx. Xxxx Xxxxxxx, the Chairman of the Company), 9.162% by Xx. Xxx Xxxxxxx (mother of Xx. Xxxx Xxxxxxx), 0.3% by Xx. Xxxxx Xxxxxxx (Xx. Xxxx Xxxxxxx’s sister in law), 0.75% by Xx. Xxxx Xxxxxx (Xx. Xxxx Xxxxxxx’s aunt) and 0.03% by Ms. Xxx Xxxxxx, an independent third party. Huaxiang Group is therefore a connected person of the Company under the Listing Rules. Xxxxxxxx is beneficially owned as to 100% by Xx. Xxxx Xxxxxxxx(周曉峰) (younger brother of Xx. Xxxx Xxxxxxx) and is therefore a connected person of the Company under the Listing Rules. Xxxxxx Xxxxxxxx is regarded as a related party of the Company under the International Financial Reporting Standards but it is not a connected person of the Company under the Listing Rules. Accordingly, the purchase of the land by Huazhong Plastic from Huaxiang Group constitutes a connected transaction for the Company under the Listing Rules. Since the applicable percentage ratios as defined in Rule 14.07 of the Listing Rules calculated with reference to the purchase of the land are, in aggregate, over 0.1% but less than 5%, the connected transaction in relation to the purchase of the land is subject to the annual review and all disclosure requirements but exempt from the independent shareholders’ approval requirement under Rule 14A.76(2) of the Listing Rules. Re...
REASONS AND BENEFITS FOR THE TRANSACTION. The Premises are situated at the junction of Xxxxxx Road and Haiphong Road within the Tsimshatsui District in Kowloon Peninsula. All modes of public transport facilities including franchised buses, public light buses, taxis are available along Xxxxxx Road and near Haiphong Road. The Mass Transit Railway’s Tsimshatsui Station is also situated right opposite to the Premises. The Group will use the Ground floor and Mezzanine of the Premises as a flagship store for its jewellery retail business, and it will consider to sublet the First Floor of the Premises to provide general commercial facilities catering for the promotion of the jewellery retail business. It is expected that this flagship store will capture the expanded jewellery retail business generated by the substantial increase in the number of PRC tourists traveling to Hong Kong under the individual travel scheme, following the recent relaxation of residence permit policies for temporary residents of the Guangdong Province.
REASONS AND BENEFITS FOR THE TRANSACTION. The supporting services under the Composite Support Services Framework Agreement are necessary for the normal and day to day operations of the respective power plants of the Company and they help ensuring compliance with the relevant PRC environmental and safety regulations. The Company believes that the specialized experience of the relevant Contractors in handling fuel, chemicals and wastes will ensure that the various processes as well as the subsequent disposal of wastes are undertaken in compliance with the relevant PRC regulations. In addition, the relevant Contractors are all conveniently located in the closest proximity to the relevant power plants of the Company, the entering into the Framework Agreement will ensure continuity of reliable services, and the safe, effective and efficient operations of the relevant Employers. The Directors (including the independent non-executive Directors) are of the view that as far as the shareholders of the Company are concerned, the Composite Support Services Framework Agreement is entered into in the ordinary course of the Company’s business, on normal commercial terms, fair and reasonable and in the interests of the Company and its shareholders as a whole. None of the Directors has material interest in the transaction of the Composite Support Services Framework Agreement or is required to abstain from voting on the Board resolution.
