RMB7. 5 billion Syndicated Loan Agreement dated 7 October 2000 between China Mobile (Shenzhen) as borrower, Bank of China, China Construction Bank and other syndicate members as lenders, and Guangdong Mobile, Zhejiang Mobile, Jiangsu Mobile, Fujian Mobile, Henan Mobile and Hainan Mobile as guarantors.
RMB7. 2 million, or HK$7.6 million) (the “Investment Contribution Ratio”). The profit sharing ratio in the Film will be on the same basis as the Investment Contribution Ratio. The investment contribution will be payable in cash in stages, by Media Asia Films and is funded from internal resources. Listing Rules implications Media Asia Films is an indirect wholly-owned subsidiary of eSun. China Film Audio Video Publishing House, a member of the China Film Group, is the substantial shareholder of an indirect subsidiary and a connected person of eSun. As such, China Film Group (a counter-party to the Co-Production Agreement) is understood by the eSun Directors to be an associate of a connected person to eSun and therefore the Co-Production Agreement is a connected transaction for eSun under Chapter 14A of the Listing Rules. To the best of the eSun Directors’ knowledge, information and belief having made all reasonable enquiries, Xxxx Xxx and its ultimate beneficial owner is a third party independent of eSun and China Film Group. The aggregate amount payable under the Co-Production Agreement represents more than 0.1 per cent. but less than 2.5 per cent. of one or more applicable percentage ratios (as defined in the Listing Rules). Accordingly, whilst the Co-Production Agreement is subject to reporting and announcement requirements under Rule 14A.32 of the Listing Rules, no approval of independent shareholders of the Company will be required. Reasons for the Co-Production Agreement The Media Asia Group is engaged in film production and the distribution of copyright and film rights and has a reputation as a leading distributor of Chinese language films worldwide. China Film Group is understood to be the most comprehensive and extensive state-owned film enterprise in the PRC, with the largest facilities for film production and distribution. By sharing the costs of production, all parties are able to produce the Film on the basis of a larger budget than any of them might have been willing to fund had they chosen to proceed alone. In addition, by fostering connections with China Film Group, the eSun Directors believe that Media Asia will benefit not just from cost sharing, but also from the ability to access and recruit production and acting talent and film supporting services for the subject and possibly future films, as well as possibly future distribution in the PRC market due to China Film Group’s vast network and relationships in the PRC. The eSun Directors (includin...
RMB7. 52 million) and the historical actual transaction amount during the period from 1 January 2023 to the date of this announcement (i.e. RMB1.22 million) are more than 5% but less than 25% and the total consideration of RMB8.74 million (equivalent to approximately HKD9.35 million) (i.e. the aggregate of the aforesaid RMB7.52 million and the aforesaid RMB1.22 million) is less than HK$10,000,000, the Framework Purchasing Agreement and the Annual Caps are subject to the reporting, announcement and annual review requirements but are exempt from the independent shareholders’ approval requirements under Chapter 14A of the Listing Rules.
RMB7. 0 million (approximately HK$7.9 million) payable to the Vendor within 10 days after the date of registration of the transfer in the Industry and Commerce Bureau. The Consideration was arrived at after arm’s length negotiations between the parties with reference to:
