Xxx and Xx. Xxxxxxx Xxxxx San San, the Non-executive Director is Dato’ Sri Xx. Xxx Xxx Xxxxx and the Independent Non-executive Directors are Dato’ Xx Xx Xxxx, Xx. Xxx Xxxx Xxx, Xxxxxx and Xxxxx Xxxxx Xxx Loong.
Xxx and Xx. Xxxxxx X. X. XXXX; the non-executive director of the Company is Mr. Xxxxxxx Y. L. XXXX; and the independent non-executive directors of the Company are Xxx Xxxx X. X. XXXX, Xx. Xxxxxxx X. L. FUNG, Xxxxxxxxx Xxxx
Xxx and Xx. Xxxx were interested in the Framework Agreement and they therefore abstained from voting on the board resolutions of the Company approving the Framework Agreement and the transactions contemplated thereunder. Save as disclosed, none of the Directors had any material interest in the Framework Agreement and none of them were required to abstain from voting on the board resolutions of the Company in respect thereof. The Directors (including the independent non-executive Directors) are of the view that the terms of the Framework Agreement, which were arrived at after arm’s length negotiations between Guanlang and Jiahua Energy Chemical Co., are fair and reasonable and are on normal commercial terms, in the ordinary and usual course of business of Guanlang and are in the interests of the Company and its shareholders as a whole. LISTING RULES IMPLICATIONS As the relevant applicable percentage ratios in respect of the Annual Caps are more than 0.1% but less than 5%, the Framework 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.
Xxx and Xx. Xxxx were interested in the Sanjiang Chemical Nitrogen Gas Sales Agreement and they therefore abstained from voting on the board resolutions of the Company approving the Sanjiang Chemical Nitrogen Gas Sales Agreement and the transactions contemplated thereunder. Save as disclosed, none of the Directors had any material interest in the Sanjiang Chemical Nitrogen Gas Sales Agreement and none of them were required to abstain from voting on the board resolutions of the Company in respect thereof.
Xxx and Xx. Xxxxx Xxxxxxx at xxxxxxxx@xxxx.xxxx.xxx for assistance.
Xxx and Xx. XXX Xxx; one non- executive Director, namely Xx. XXXX Xxx Xxxx; and three independent non-executive Directors, namely Xx. XXX Xxxx, Mr. XX Xxxxxxxx and Xx. XXXX Xxxx Xxxx.
Xxx and Xx. Xx Xxxxxx as independent non-executive Directors.
Xxx and Xx. Xxx Xxx Man, Xxxxxxx as the executive Directors; Mr. Ma Xxx Xxxx, Xxxxxx (Vice Chairman) as the non-executive Director; and Xxx. Xxxx Xxx Him Xxxxxxx (GBS, JP), Xx. Xxxx Xxx Xxxxx Xxxxxx, Xx.
Xxx and Xx. Xxx Xxx as independent non-executive Directors. Sino-Ocean Service Holding Limited