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. XXXX Xxx; the non-executive directors of the Company are Xx. XXXX Xxxxx, Xx. XXXX Xxxxxxxx and Xx. XXXX Xxxxxxx; and the independent non-executive directors of the Company are Xx. XXXX Xxxxxx, Dr. XX Xxxx Xxx and Xx. XXX Xxx 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. Xx Xxxxxx as independent non-executive Directors.
Xxx and Xx. Xxx Xx Xxx who is a daughter (and hence an associate within the meaning of the Listing Rules) of Xx. Xxx and Xx. Xxxx, had abstained from voting in the board meeting during which the Board approved the Hotel Management Contract, the Hotel Usage Agreement and the respective transactions contemplated thereunder to avoid any potential conflict of interests. The Group is the largest private higher education group in the Guangdong-Hong Kong-Macau Greater Bay Area of the PRC in terms of total student enrolment of business majors, and it is an early mover in the education sector in pursuing international expansion. The Group currently operates five private higher education institutions in the PRC ((i) Huashang College, (ii) Huashang Vocational College, (iii) Urban Vocational College of Sichuan, (iv) Urban Technician College of Sichuan and (v) Huashang Technical School), and three private higher and vocational education institutions overseas ((i) Global Business College of Australia, (ii) Edvantage Institute Australia and (iii) Edvantage Institute Singapore). For more information on the Group, please visit its official website at xxxx://xxx.xxxxxxxxxxxxxx.xxx.xx/(the information that appears in this website does not form part of this announcement). Sun City Hotel principally engages in business of provision of hotel and hospitality services.
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. 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.
