Save for Xx Sample Clauses

Save for Xx. Xx Xxxxxxxx and Xx. Xx Xxxx, who have abstained from voting on a voluntary basis for reasons of their directorships and/or management roles in Capital Group to the best knowledge of the Company having made all reasonable enquiries, none of the other Directors have a material interest in the transactions and therefore no other Director was required to abstain from voting on the relevant resolution(s) of the Board approving the Equity Transfer Agreement and the transactions contemplated thereunder.

Save for Xx. Xx San Xxx and Xx. Xxxx who have abstained from voting for the resolutions because of their interests in the transactions, the Board, including all the independent non-executive Directors, have unanimously voted in favour of the resolutions proposed to approve the Purchase Agreement. The Directors (excluding Xx. Xx San Xxx and Xx. Xxxx Xxxx Xxxx who have abstained from voting on the resolutions of the Board approving the Purchase Agreement and the transactions contemplated thereunder, but including the independent non-executive Directors) consider that the transactions under the Purchase Agreement are entered into in the usual and ordinary course of business of the Company, and the terms of the Purchase Agreement have been negotiated and will be conducted on an arm’s length basis and on normal commercial terms between the Company and Shanghai Refined Machinery. The Directors (excluding Xx. Xx San Xxx and Xx. Xxxx Xxxx Xxxx who have abstained from voting on the resolutions of the Board approving the Purchase Agreement and the transactions contemplated thereunder, but including the independent non-executive Directors) are of the view that, as far as the Company and the Shareholders are concerned, the Purchase Agreement and the terms thereof are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

Save for Xx. Xx Xxxxx Xxxx, Xx. Xxx Xxx Xxxx (who are also directors of AVIC International) and Mr. You Xxx (who is also the Chairman of Xiamen Xxxx Xx and a director of AVIC International) who have abstained from voting on the Board resolutions relating to the Supplemental Xiamen Tian Ma Entrusted Management Agreement, none of the Directors have a material interest in the Supplemental Xiamen Tian Ma Entrusted Management Agreement or is required to abstain from voting on the Board resolutions relating to the Supplemental Xiamen Xxxx Xx Entrusted Management Agreement.

Save for Xx. Xxx Xxxx Xx, Xx. Xxx Xxx Xxxx, Mr. Xxx Xxx and Xx. Xx Xxxx Xxxx who are also directors of AVIC International, none of the Directors has a material interest in the New AVIC International Tenancy Framework Agreement and the transactions contemplated thereunder. None of the Directors is required or has abstained from voting at the meeting of the Board on each resolution to approve the New AVIC International Tenancy Framework Agreement and the transactions contemplated thereunder (including the related annual caps).

Save for Xx. Xxxx Xxxx and Xx. Xxxx Xxx who have abstained from voting on the resolutions in respect of the Equity Transfer Agreement in the relevant Board meeting since they serve as the director and director & general manager of ORG Technology, respectively, none of the Directors is materially interested in the Equity Transfer Agreement and is required to abstain from voting on the resolutions in respect of the Equity Transfer Agreement in the relevant Board meeting.

Save for Xx. Xx San Xxx and Xx. Xxxx who have abstained from voting for the resolutions because of their interests in the transactions, the Board, including all the independent non-executive Directors, have unanimously voted in favour of the resolutions proposed to approve the Master Sales Agreement. The Directors (excluding Xx. Xx San Xxx and Xx. Xxxx who have abstained from voting on the resolutions of the Board approving the Master Sales Agreement and the transactions contemplated thereunder, but including the independent non-executive Directors) consider that the transactions under the Master Sales Agreement are entered into in the usual and ordinary course of business of the Company, and the terms of the Master Sales Agreement have been negotiated and will be conducted on an arm’s length basis and on normal commercial terms between the Company and Shanghai Refined Machinery. The Directors (excluding Xx. Xx San Xxx and Xx. Xxxx who have abstained from voting on the resolutions of the Board approving the Master Sales Agreement and the transactions contemplated thereunder, but including the independent non-executive Directors) are of the view that, as far as the Company and the Shareholders are concerned, the Master Sales Agreement and the terms thereof are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

Save for Xx. Xxxx and Xx. Xxx, who have abstained from voting on the relevant resolution(s) to approve the Supply Agreement, none of the Directors have a material interest in the Supply Agreement. Save as disclosed, no Director is required to abstain from voting on the resolution(s) approving the Supply Agreement and the transactions contemplated thereunder at the meeting of the Board.

Save for Xx. Xx who has a material interest in the transactions under the Termination Agreement, no Directors would be required to abstain from voting on the resolution approving the Termination Agreement.

Save for Xx. Xxxx Yuan and Xx. Xxxx Tao who have abstained from voting on the resolutions in respect of the Equity Adjustment Agreement in the relevant Board meeting since they serve as the director and director & general manager of ORG Technology, respectively, none of the Directors is materially interested in the Equity Adjustment Agreement and is required to abstain from voting on the resolutions in respect of the Equity Adjustment Agreement in the relevant Board meeting.

Save for Xx. Xxxxxxx Xxxxx who is a non-executive director and chairman of MicroPort NeuroTech, no other Director is interested in the transactions contemplated under the 2024 Support Services Agreement and the 2024 Materials Procurement Agreement and need to abstain from the Board meeting held to approve the 2024 Support Services Agreement and the 2024 Materials Procurement Agreement.