Common use of Stabilisation Clause in Contracts

Stabilisation. On or before the Stabilisation Period End Date and to the extent permitted by applicable laws and regulations, the Stabilisation Manager or its agents or delegates shall be authorised (but shall not be obliged) to engage in stabilisation activities (“Stabilisation Transactions”), provided that any overallotment shall not exceed 10 per cent. of the sum of the number of Firm Shares sold in the Global Offer. Such transactions, if commenced, may be discontinued at any time without notice. In carrying out Stabilisation Transactions, the Stabilisation Manager shall, save to the extent contemplated in Clauses 3.2, 3.3, 4.7 and 5.2 or in the following sentence of this Clause 3.11 act as principal and neither the Stabilisation Manager nor its employees or agents shall act as the agents of the Company or the Selling Shareholder. Each of the Company, the Selling Shareholder and the Joint Global Coordinators agree that, insofar as Option Shares are transferred pursuant to the Overallotment Option to or for the benefit of a person or persons other than the Joint Global Coordinators, any actions of the Joint Global Coordinators (or, where relevant, any other Manager) in connection with the allocation of Ordinary Shares which resulted in such transfer shall be regarded as having been effected by the Joint Global Coordinators or the relevant other Manager on behalf of and as agent for the Selling Shareholder, and not as principal. Subject to the provisions of this Agreement, the exercise of the powers of the Stabilisation Manager and of the Joint Global Coordinators pursuant to this Clause 3.11 (including, without limitation, the decision whether or not to exercise such powers) shall be at the absolute discretion of the Stabilisation Manager and the Joint Global Coordinators and their agents or delegates and none of the Stabilisation Manager and the Joint Global Coordinators nor any of their employees or agents shall be responsible or liable to, or owe any duties to, the Company, the Selling Shareholder or any other person in respect thereof (including, without limitation, in relation to the timing of any Stabilisation Transaction or the amount of any stabilisation loss).

Stabilisation. On or before 2.2.1 The Company hereby appoints the Stabilisation Period End Date and Sole Global Coordinator, to the extent permitted by applicable laws exclusion of all others, as stabilisation manager in connection with the Global Offering and regulations, the Stabilisation Manager or its agents or delegates shall be authorised Sole Global Coordinator may (but shall not be obliged) and not as agent for the Company, to engage the extent permitted by applicable Laws, over allocate, make purchases or effect any other transactions (in stabilisation activities the market or otherwise) with a view to stabilising or maintaining the market price of the Shares at a level higher than that which might otherwise prevail in the open market for a limited period commencing on the Listing Date and ending on the 30th day after the last day for the lodging of the Application Forms (the “Stabilisation Transactionsstabilising action”). 2.2.2 The Company hereby acknowledges that the Sole Global Coordinator may, at its sole and absolute discretion, appoint any of its Affiliates or any other person(s) to be its agent(s) for the purposes of taking any stabilising action, with such authorities and rights as the Sole Global Coordinator has pursuant to Clause 2.2.1; provided that the Sole Global Coordinator shall remain liable for all acts and omissions of any overallotment of such agent(s) appointed hereunder and shall not exceed 10 per cent. of procure that such agent(s) appointed by it shall comply with all relevant obligations and provisions to which the sum of Sole Global Coordinator is subject, or by which the number of Firm Shares sold in the Sole Global Offer. Such transactionsCoordinator is bound, pursuant to this Agreement or under applicable Laws. 2.2.3 Stabilising action, if commencedtaken, may be discontinued at any time without notice. In carrying out Stabilisation Transactions, the Stabilisation Manager shall, save to the extent contemplated in Clauses 3.2, 3.3, 4.7 and 5.2 or in the following sentence of this Clause 3.11 act as principal and neither the Stabilisation Manager nor its employees or agents shall act as the agents of the Company or the Selling Shareholder. Each of the Company, the Selling Shareholder and the Joint Global Coordinators agree that, insofar as Option Shares are transferred pursuant to the Overallotment Option to or for the benefit of a person or persons other than the Joint Global Coordinators, any actions of the Joint Global Coordinators (or, where relevant, any other Manager) in connection with the allocation of Ordinary Shares which resulted in such transfer shall be regarded as having been effected by the Joint Global Coordinators or the relevant other Manager on behalf of and as agent for the Selling Shareholder, and not as principal. Subject to the provisions of this Agreement, the exercise of the powers of the Stabilisation Manager and of the Joint Global Coordinators pursuant to this Clause 3.11 (including, without limitation, the decision whether or not to exercise such powers) shall be at the sole and absolute discretion of the Stabilisation Manager Sole Global Coordinator. 2.2.4 Each of the Warrantors undertakes to the Hong Kong Underwriters, and each of the Hong Kong Underwriters undertakes to the Sole Global Coordinator, that it will not take or omit to take or cause or authorise any person other than the Sole Global Coordinator (and/or its agent(s)) to take or omit to take, and the Joint Global Coordinators and Warrantors shall cause their respective Affiliates, agents and/or subsidiaries not to take, directly or delegates and none indirectly, any stabilising action or any action which is designed to or which constitutes or which might be expected to cause or result in the stabilisation or manipulation of the Stabilisation Manager price of any security of the Company in violation of applicable Laws, provided that the lending of Shares by China Silver Group under the Stock Borrowing Agreement (if any), the granting of the Over-allotment Option under the International Underwriting Agreement and/or the exercise thereof shall not constitute a breach of this Clause 2.2.4. 2.2.5 All liabilities, expenses and losses (calculated on a mark to market basis at the Joint Global Coordinators nor end of the stabilising period) arising from any of their employees or agents stabilising action shall be responsible for the respective accounts of the International Underwriters in the same proportions, as nearly as may be practicable, as the respective underwriting commitment of the International Underwriters. All profits or liable to, or owe gains arising from any duties to, stabilising action shall be for the Company, account of the Selling Shareholder or any other person in respect thereof (including, without limitation, in relation to the timing of any Stabilisation Transaction or the amount of any stabilisation loss)Sole Global Coordinator.

Stabilisation. On or before 2.3.1 The Company hereby appoints the Stabilisation Period End Date and Sole Global Coordinator, to the extent permitted by applicable laws exclusion of all others, as stabilisation manager in connection with the Global Offering and regulations, the Stabilisation Manager or its agents or delegates shall be authorised Sole Global Coordinator may (but shall not be obliged) and not as agent for the Company, to engage the extent permitted by applicable Laws, over allocate, make purchases, or effect any other transactions (in stabilisation activities the market or otherwise) with a view to stabilising or maintaining the market price of the Shares at a level higher than that which might otherwise prevail in the open market for a limited period commencing on the Listing Date and ending on the 30th day after the last day for the lodging of the Application Forms (the “Stabilisation Transactionsstabilising action”). 2.3.2 The Company hereby acknowledges that the Sole Global Coordinator may, at its sole and absolute discretion, appoint any of its Affiliates or any other person(s) to be its agent(s) for the purposes of taking any stabilising action, with such authorities and rights as the Sole Global Coordinator has pursuant to Clause 2.3.1; provided that the Sole Global Coordinator shall remain liable for all acts and omissions of any overallotment of such agent(s) appointed hereunder and shall not exceed 10 per cent. of procure that such agent(s) appointed by it shall comply with all relevant obligations and provisions to which the sum of Sole Global Coordinator is subject, or by which the number of Firm Shares sold in the Sole Global Offer. Such transactionsCoordinator is bound, pursuant to this Agreement or under applicable Laws. 2.3.3 Stabilising action, if commencedtaken, may be discontinued at any time without notice. In carrying out Stabilisation Transactions, the Stabilisation Manager shall, save to the extent contemplated in Clauses 3.2, 3.3, 4.7 and 5.2 or in the following sentence of this Clause 3.11 act as principal and neither the Stabilisation Manager nor its employees or agents shall act as the agents of the Company or the Selling Shareholder. Each of the Company, the Selling Shareholder and the Joint Global Coordinators agree that, insofar as Option Shares are transferred pursuant to the Overallotment Option to or for the benefit of a person or persons other than the Joint Global Coordinators, any actions of the Joint Global Coordinators (or, where relevant, any other Manager) in connection with the allocation of Ordinary Shares which resulted in such transfer shall be regarded as having been effected by the Joint Global Coordinators or the relevant other Manager on behalf of and as agent for the Selling Shareholder, and not as principal. Subject to the provisions of this Agreement, the exercise of the powers of the Stabilisation Manager and of the Joint Global Coordinators pursuant to this Clause 3.11 (including, without limitation, the decision whether or not to exercise such powers) shall be at the sole and absolute discretion of the Stabilisation Manager Sole Global Coordinator. 2.3.4 Each of the Warrantors undertakes to the International Underwriters, and each of the International Underwriters undertakes to the Sole Global Coordinator, that it will not take or omit to take or cause or authorise any person other than the Sole Global Coordinator (and/or its agent(s)) to take or omit to take, and the Joint Global Coordinators and Warrantors shall cause their respective Affiliates, agents and/or subsidiaries not to take, directly or delegates and none indirectly, any stabilising action or any action which is designed to or which constitutes or which might be expected to cause or result in the stabilisation or manipulation of the Stabilisation Manager price of any security of the Company in violation of applicable Laws, provided that the Loan Capitalisation Issue and the Joint Global Coordinators nor Distribution, the lending of Shares by China Silver Group under the Stock Borrowing Agreement (if any), the granting of the Over-allotment Option under Clause 2.2 and/or the exercise thereof shall not constitute a breach of this Clause 2.3.4. 2.3.5 All liabilities, expenses and losses (calculated on a xxxx to market basis at the end of the stabilising period) arising from any of their employees or agents stabilising action shall be responsible for the respective accounts of the International Underwriters in the same proportions, as nearly as may be practicable, as the respective International Offering underwriting commitments (if any) of the International Underwriters. All profits or liable to, or owe gains arising from any duties to, stabilising action shall be for the Company, account of the Selling Shareholder or any other person in respect thereof (including, without limitation, in relation to the timing of any Stabilisation Transaction or the amount of any stabilisation loss)Sole Global Coordinator.

Stabilisation. On or before 2.8.1 The Company hereby appoints the Stabilisation Period End Date and Stabilising Manager, to the extent permitted by applicable laws exclusion of all others, as stabilising manager in connection with the Global Offering and regulations, the Stabilisation Stabilising Manager or its agents or delegates shall be authorised may (but shall not be obliged) and not as agent for the Company, to engage the extent permitted by applicable Laws, over-allocate, make purchases and/or effect any other transactions (in stabilisation activities the market or otherwise) with a view to stabilising or maintaining the market price of the Shares at a level higher than that which might otherwise prevail in the open market for a limited period commencing on the Listing Date and ending on 13 July 2024, being the 30th day after the last day for lodging of applications under the Hong Kong Public Offering (the “Stabilisation Transactionsstabilising action”). 2.8.2 The Company hereby acknowledges that the Stabilising Manager may, at its sole and absolute discretion, appoint any of its Affiliates or any other person(s) to be its agent(s) for the purposes of taking any stabilising action, with such authorities and rights as the Stabilising Manager has pursuant to Clause 2.8.1; provided that the Stabilising Manager shall remain liable for all acts and omissions of any overallotment of such agent(s) appointed hereunder and shall not exceed 10 per cent. of procure that such agent(s) appointed by it shall comply with all relevant obligations and provisions to which the sum of Stabilising Manager is subject, or by which the number of Firm Shares sold in the Global Offer. Such transactionsStabilising Manager is bound, pursuant to this Agreement or under applicable Laws. 2.8.3 Stabilising action, if commencedtaken, may be discontinued at any time without notice. In carrying out Stabilisation Transactions, at the Stabilisation Manager shall, save sole and absolute discretion of the Stabilising Manager. 2.8.4 Each of the Warrantors undertakes to the extent contemplated in Clauses 3.2Hong Kong Underwriters that, 3.3subject to the transactions to be conducted pursuant to the Stock Borrowing Agreement, 4.7 it/he will not take or cause or authorise any person other than the Stabilising Manager (and/or its agent(s)) to take, and 5.2 the Warrantors shall use their reasonable endeavours to cause their respective Affiliates and/or agents not to take, directly or indirectly, any stabilising action or any action which is designed to or which constitutes or which might be reasonably expected to cause or result in the following sentence stabilisation or manipulation of this Clause 3.11 act as principal and neither the Stabilisation Manager nor its employees or agents shall act as the agents price of any security of the Company or facilitate the Selling Shareholder. sale or resale of the Offer Shares in violation of applicable Laws, provided that the granting of the Over-allotment Option under the International Underwriting Agreement and/or the exercise thereof shall not constitute a breach of this Clause 2.8.4; 2.8.5 Each of the Company, the Selling Shareholder and the Joint Global Coordinators agree that, insofar as Option Shares are transferred pursuant to the Overallotment Option to or for the benefit of a person or persons Hong Kong Underwriters (other than the Joint Global CoordinatorsStabilising Manager) undertakes to the Stabilising Manager, that it will not take or cause or authorise any person other than the Stabilising Manager (and/or its agent(s)) to take, directly or indirectly, any actions stabilising action or any action which is designed to or which constitutes or which might be expected to cause or result in the stabilisation or manipulation of the Joint Global Coordinators (orprice of any security of the Company or facilitate the sale or resale of the Offer Shares in violation of applicable Laws, where relevantprovided that the granting of the Over-allotment Option under the International Underwriting Agreement and/or the exercise thereof shall not constitute a breach of Clause 2.8.4; and 2.8.6 Any liability, expenses or loss at the end of the stabilising period resulting from any other Manager) in connection with the allocation of Ordinary Shares which resulted in such transfer stabilising action shall be regarded as having been for the account of the Sole Overall Coordinator while the Sole Overall Coordinator shall be entitled to all profits arising from stabilising activities and transactions effected by the Joint Global Coordinators or the relevant other Manager on behalf of and as agent for the Selling Shareholder, and not as principal. Subject to the provisions of this Agreement, the exercise of the powers of the Stabilisation Manager and of the Joint Global Coordinators pursuant to this Clause 3.11 (including, without limitation, the decision whether or not to exercise such powers) shall be at the absolute discretion of the Stabilisation Manager and the Joint Global Coordinators and their agents or delegates and none of the Stabilisation Manager and the Joint Global Coordinators nor any of their employees or agents shall be responsible or liable to, or owe any duties to, the Company, the Selling Shareholder or any other person in respect thereof (including, without limitation, in relation to the timing of any Stabilisation Transaction or the amount of any stabilisation loss)Stabilising Manager.