REASONS FOR AND BENEFITS OF ENTERING INTO THE. 2023 MASTER SUPPLY AGREEMENT Reference is made to the announcement of the Company dated 29 December 2022 in relation to the resumption of operation of the production facilities of Changchun Dahe since mid-December 2022. Since then, the Group’s production and sales volumes have been gradually recovering and the demand of corn kernels has been increasing accordingly. Prior to the Group’s temporary suspension of all upstream operations since the first quarter of 2020, the Nongtou Group had been providing a stable supply of quality corn kernels to the Group under the previous master supply agreements entered into between the Company and Nongtou or the Nongtou Subsidiaries. With the Nongtou Group being one of the largest corn kernels suppliers in Jilin Province and as the Group gradually resumes the operation of its production facilities, the Group would like to take advantage of the strong and stable relationship between the Nongtou Group and the Group all these years under the previous master supply agreements, by entering into the 2023 Master Supply Agreement to secure a stable supply of quality corn kernels. The management of the Group considers the supply of corn kernels by the Nongtou Group to be beneficial to the Group as the Nongtou Group has always been able to arrange its source of corn kernels internally so as to offer corn kernels to the Group at a more competitive terms, including better credit terms, as compared to direct purchase from local farmers which offers no credit period at all, thus alleviating the pressure on the Group’s financial liquidity. The Directors (excluding the independent non-executive Directors whose views will be given after taking into account the advice of the IFA) are of the view that the terms and conditions of the 2023 Master Supply Agreement and the continuing connected transactions contemplated thereunder are fair and reasonable, on normal commercial terms which are in the ordinary and usual course of business of the Group and in the interests of the Company and the Shareholders as a whole. As Xx. Xxxx Xxxx, an executive Director, is also a director and the general manager of Nongtou, he has abstained from voting in respect of the relevant Board resolutions approving, among others, the transactions contemplated under the 2023 Master Supply Agreement and the proposed annual caps. Save as disclosed, none of the Directors has a material interest in the 2023 Master Supply Agreement and therefore had to abstain from voting ...
REASONS FOR AND BENEFITS OF ENTERING INTO THE. PRODUCTION WATER SUPPLY AGREEMENT In order to enhance the Group’s operating efficiency and meet the growing demand of production water of the Group, Huineng Thermal Power and the Parent Company entered into the Production Water Supply Agreement after considering, among others, the following reasons:
REASONS FOR AND BENEFITS OF ENTERING INTO THE. 2024 PROCUREMENT FRAMEWORK AGREEMENT The Board (including the independent non-executive Directors) is of the opinion that the above continuing connected transactions between the Group and Changbao are on normal commercial terms or terms no less favourable than those offered to independent third parties, and are entered into in the ordinary and usual course of business of the Company. Entering into 2024 Procurement Framework Agreement is fair and reasonable, and is in the interests of the Company and its Shareholders as a whole. Based on the above reasons and given that the continuing connected transactions between the Group and Changbao are for the purpose of satisfying the needs of the Group’s daily operation and business development, the Directors are of the view that the continuing connected transactions between the Group and Changbao are beneficial to the Company.
REASONS FOR AND BENEFITS OF ENTERING INTO THE. CAHM PREMISES LEASING AGREEMENT CAHM has maintained a long-term and stable relationship with the Company, and is very familiar with the operational situations of Beijing Capital Airport. The lease of relevant terminal premises to CAHM for its daily office operation is conducive to increasing the non-aeronautical revenues of the Company and is beneficial to the Company’s development. In light of the above, the Directors (including the independent non-executive Directors) are of the view that the CAHM Premises Leasing Agreement was entered into on normal commercial terms and in the ordinary and usual course of business of the Company, the terms of which were reached after arm’s length negotiations and are fair and reasonable, and the transactions contemplated under the CAHM Premises Leasing Agreement are in the interest of the Company and the Shareholders as a whole.
REASONS FOR AND BENEFITS OF ENTERING INTO THE. SECOND ASSET MANAGEMENT AGREEMENT By entering into the Second Asset Management Agreement and entrusting funds in accordance therewith, the Group intends to increase the rate of return of its cash and cash equivalents which can improve both the investment income and the profits of the Group. The Directors (including independent non-executive Directors) are therefore of the view that the terms of the Second Asset Management Agreement and entrusting funds in accordance therewith are fair and reasonable and are in the interests of the Group and its Shareholders as a whole.
REASONS FOR AND BENEFITS OF ENTERING INTO THE. SECOND TENANCY AGREEMENT As the Group consider that (i) the Premises are suitable for the usage as a manufacturing plant; and (ii) reasonable rental terms were agreed, the Tenant entered into the Second Tenancy Agreement with the Landlord.
REASONS FOR AND BENEFITS OF ENTERING INTO THE. LIMITED PARTNERSHIP AGREEMENT The Partnership will invest in industries applying new technologies, including consumer areas that applying 5G, quantum communications, edge computing. The Board considers that participation in the Fund will provide opportunities for the Group to establish contacts with the investee companies in order to explore potential collaborative partnerships. At the same time, the Group’s investment in the Fund will allow it to leverage on the network and expertise of, and the resources contributed by the General Partner, to create synergies with the Group’s existing business and to improve the capital efficiency of the Group. In addition, the Group believes that Fund will enhance the return to shareholders in the long run. The Directors (including the independent non-executive Directors) confirmed that the terms of the Limited Partnership Agreement and the transactions contemplated thereunder are fair and reasonable, on normal commercial terms and in the interests of the Company and the shareholders of the Company as a whole.
REASONS FOR AND BENEFITS OF ENTERING INTO THE. SUMITOMO FRAMEWORK PURCHASE AGREEMENT Sumitomo Electric Group is a global conglomerate engaged in various industries including automotive, information communication, electronics, environment and energy, as well as industrial materials. As Sumitomo Electric Group is one of the leading enterprises in the production of optical fiber preforms in Japan, SEI Optical has been purchasing optical fiber preforms and related equipment, spare parts from Sumitomo Electric Group to manufacture its optical fibers to ensure the finished products are of high quality and the related technical services provided are of high standard. In addition, in view of the supply and demand in the optical fiber preform market in the PRC, the purchase of optical fiber preforms and related equipment, spare parts from Sumitomo Electric Group can, to a certain extent, enhance the stability of supply to the Group. The Directors (including the independent non-executive Directors) consider that the terms of the Sumitomo Framework Purchase Agreement are fair and reasonable, and the transactions contemplated thereunder are on normal commercial terms and in the ordinary and usual course of business of the Group and in the interests of the Company and its Shareholders as a whole.
