DISCLOSEABLE TRANSACTION. On 22 October 2021, the Lender, a wholly-owned subsidiary of the Company, entered into the Loan Agreement with the Borrower pursuant to which the Lender has agreed to grant a loan of HK$10 million to the Borrower for a term of 156 months.
DISCLOSEABLE TRANSACTION. The transaction contemplated under the Tenancy Agreement is regarded as an acquisition of assets under the Listing Rules. On the basis of the acquisition of right-of-use assets under the Tenancy Agreement, the amount recognised by the Group pursuant to IFRS 16 is approximately RMB276.5 million. As the highest applicable percentage ratio under Rule 14.07 of the Listing Rules in respect of the consideration for the acquisition of the right-of-use assets recognised by the Group pursuant to IFRS 16 is more than 5% but less than 25%, the entering into the Tenancy Agreement constitutes a discloseable transaction for the Company, and is subject to the reporting and announcement requirements but is exempted from the circular and shareholders’ approval requirements under the Chapter 14 of the Listing Rules.
DISCLOSEABLE TRANSACTION. On 15 April 2014, GMR and the Vendor entered into the Agreement, under which the Vendor has agreed to sell, and GMR has agreed to acquire, the Medical Facility at a consideration of US$21,710,000 (approximately HK$168,470,000). As the applicable percentage calculated according to Rule 14.07 of the Listing Rules exceeds 5% but is less than 25%, the Agreement and the transaction contemplated thereunder constitute a discloseable transaction of the Company and is therefore subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.
DISCLOSEABLE TRANSACTION. On 12 May 2016, the Subsidiary, the Owners and the Target Company entered into the Cooperation Framework Agreement in relation to (i) the arrangement regarding the transfer of the entire equity interest of the Target Company; (ii) the arrangement regarding the Qixian Project; and (iii) the arrangement regarding the Anyang Project. On 12 May 2016, the Subsidiary and the Owners entered into the Equity Transfer Agreement pursuant to which the Subsidiary agreed to purchase, and the Owners agreed to sell, the entire equity interest of the Target Company pursuant to the terms thereof. As at the date of this announcement, the Qixian Project and the Anyang Project are held by the Target Company through two wholly-owned subsidiaries, namely Qixian Subsidiary and Anyang Subsidiary, respectively. IMPLICATIONS UNDER THE LISTING RULES As the applicable ratios set out in Rule 14.07 of the Listing Rules in respect of the Equity Transfer Agreement and the transactions contemplated thereunder are more than 5% and all of such ratios are below 25%, the Equity Transfer Agreement and the transactions contemplated thereunder constitute a discloseable transaction for the Company under Chapter 14 of the Listing Rules and are therefore subject to the notification and announcement requirements under Chapter 14 of the Listing Rules. On 12 May 2016, the Subsidiary, the Owners and the Target Company entered into the Cooperation Framework Agreement in relation to (i) the arrangement regarding the transfer of the entire equity interest of the Target Company; (ii) the arrangement regarding the Qixian Project; and (iii) the arrangement regarding the Anyang Project. On 12 May 2016, the Subsidiary and the Owners entered into the Equity Transfer Agreement pursuant to which the Subsidiary agreed to purchase, and the Owners agreed to sell, the entire equity interest of the Target Company pursuant to the terms thereof. Details of the Cooperation Framework Agreement and the Equity Transfer Agreement are set out below. COOPERATION FRAMEWORK AGREEMENT Date: 12 May 2016 Parties: Subsidiary, a wholly-owned subsidiary of the Company Owners (Owner A and Owner B) Target Company As at the date of this announcement, the Target Company is owned as to 80% by Owner A and as to 20% by Owner B. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiry, save for the Qixian Executed Contracts that have been entered into, among others, by the Group and the Target Company,...
DISCLOSEABLE TRANSACTION. DISPOSAL OF THE PROPERTY THE TERMINATION On 15 February 2018 (after trading hours), the Vendor (a wholly-owned subsidiary of the Company) and the Purchaser entered into the Termination Agreement and mutually agreed to terminate the Agreement. Upon the signing of the Termination Agreement, the Vendor would pay an amount of HK$10,400,000 (including refundable deposit and compensation) to the Purchaser pursuant to the terms of the Termination Agreement. THE DISPOSAL The Board is pleased to announce that on 15 February 2018 (after trading hours), the Property Vendor (a wholly-owned subsidiary of the Company) has entered into the Property Agreement with the Property Purchaser, pursuant to which the Property Vendor agreed to sell, and the Property Purchaser agreed to purchase, the Property, at a consideration of HK$63,000,000.
DISCLOSEABLE TRANSACTION. THE AGREEMENT The Board is pleased to announce that, after trading hours of the Stock Exchange on 2 January 2020 (Hong Kong time), the Vendors (being indirect wholly-owned subsidiaries of the Company) and the Purchaser entered into the Agreement, pursuant to which the Vendors conditionally agreed to sell, and the Purchaser conditionally agreed to acquire, the Interests in each of the Target Companies, at the aggregate Consideration of US$42,015,096 (equivalent to approximately HK$327.7 million) (subject to upward adjustment reflecting the additional capital expenditures which may be incurred by the Target Companies on the Properties between the date of the Agreement and the Completion Date).
DISCLOSEABLE TRANSACTION. ASSET TRANSFER AGREEMENT On 9 March 2017, the Vendor and the Purchaser (a 90%-owned subsidiary of the Company) entered into the Asset Transfer Agreement, pursuant to which the Vendor has agreed to sell and the Purchaser has agreed to purchase the Acquired Assets for a total cash consideration of RMB64,542,880 (subject to adjustment), which is equivalent to about HK$72.28 million. As one or more of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules exceed 5% but are less than 25%, the Acquisition constitutes a discloseable transaction for the Company subject to reporting and announcement requirements under the Listing Rules. THE ACQUISITION The Board announces that on 9 March 2017, the Vendor and the Purchaser (a 90%-owned subsidiary of the Company) entered into the Asset Transfer Agreement, pursuant to which the Vendor has agreed to sell and the Purchaser has agreed to purchase the Acquired Assets for a total cash consideration of RMB64,542,880 (subject to adjustment), which is equivalent to about HK$72.28 million). The salient terms of the Asset Transfer Agreement are as follows: ASSET TRANSFER AGREEMENT Date 9 March 2017 Parties Vendor: SK Networks (China) Fashion Co., Ltd.（ 愛思開實業（ 上海）有限公司） Purchaser: Shanghai Kody Brand Management Co., Ltd.（ 上海珂蒂品牌管理有限公司）, a 90%-owned subsidiary of the Company To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, the Vendor and its ultimate beneficial owners are Independent Third Parties and is principally engaged in the business of distributing, marketing and selling of fashion products under the brand names “Obzee” and “O’2nd”. Assets to be acquired Pursuant to the terms of the Asset Transfer Agreement, the Acquired Assets includes:
DISCLOSEABLE TRANSACTION. ASSET MANAGEMENT AGREEMENT Reference is made to the announcement of the Company dated 12 August 2015 regarding the First Asset Management Agreement that Xxxxxxxxx Xxxxxx (as asset entrustor) entered into with LJZ Wealth Management (as asset manager) and Ping An Bank Shanghai Branch (as asset custodian) on 12 August 2015. The Board is pleased to announce that on 7 January 2016 (after trading hours), Yongsheng Dyeing (an indirectly wholly-owned subsidiary of the Company) (as asset entrustor) entered into the Second Asset Management Agreement with LJZ Wealth Management (as asset manager) and Ping An Bank Shanghai Branch (as asset custodian), pursuant to which Xxxxxxxxx Xxxxxx agreed to participate in the asset management plan operated by LJZ Wealth Management and to deposit to the designated account with Ping An Bank Shanghai Branch an investment amount of RMB50,000,000 (equivalent to approximately HK$59,000,000), which will be funded by the internal resources of the Company. Pursuant to Rule 14.22 of the Listing Rules, the relevant applicable percentage ratios of the investment amounts under the First Asset Management Agreement and the Second Asset Management Agreement are required to be aggregated. As one or more of the applicable percentage ratios in respect of the First Asset Management Agreement and the Second Asset Management Agreement are, in aggregate, more than 5% but less than 25%, the Second Asset Management Agreement and the transactions contemplated thereunder constitute discloseable transactions of the Company and are subject to the reporting and announcement requirements, but exempt from the independent shareholders’ approval requirement under Chapter 14 of the Listing Rules.
DISCLOSEABLE TRANSACTION the Cooperation Agreement The Cooperation Agreement is, in essence, a lease agreement involving the acquisition of right-of-use assets. Pursuant to HKFRS 16, the Group, if entering into a lease transaction as a lessee, should recognise the right-of-use assets on the consolidated statement of financial position of the Group according to HKFRS 16. Under the Listing Rules, the entering into a lease transaction by the Group as a lessee will be regarded as an acquisition of an asset under the definition of transaction in Rule 14.04(1)(a) of the Listing Rules. As one or more of the applicable percentage ratios (as defined in the Listing Rules) in respect of the lease transaction contemplated under the Cooperation Agreement exceed 5% but are less than 25%, such transaction constitutes a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules. Discloseable and connected transactions – Reimbursement Agreements As of the date of this announcement, Qingchuangshe is indirectly owned as to 70% by HKQCH, whereas HKQCH is owned as to 80% by Mr. Xxx, an executive Director, the chairman of the Board and a Controlling Shareholder and 5% by Xx. Xxx, an executive Director and the chief executive officer of the Company. Further, Mr. Xxx is a director of each of Qingchuangshe and HKQCH. Therefore, Qingchuangshe is a connected person of the Company under Chapter 14A of the Listing Rules. Accordingly, the transactions contemplated under the Reimbursement Agreements constitute connected transactions of the Company under Chapter 14A of the Listing Rules. As one or more of the relevant percentage ratios (as defined under 14.07 of the Listing Rules) in respect of the transactions contemplated under the Reimbursement Agreements on aggregate basis exceed 0.1% but all are less than 5%, the transactions contemplated under the Reimbursement Agreements are subject to reporting and announcement requirements but exempt from the circular (including independent financial advice) and independent Shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules.
DISCLOSEABLE TRANSACTION. FINANCE LEASE ARRANGEMENT On 23 December 2016, Chengtong Financial Leasing, an indirect wholly-owned subsidiary of the Company, entered into the Finance Lease Agreement with the Lessee pursuant to which Chengtong Financial Leasing will purchase the Facilities from the Lessee and will lease the Facilities back to the Lessee for a term of three (3) years. As the highest percentage ratio (as defined under the Listing Rules) in respect of the Finance Lease Arrangement exceeds 5% but is less than 25%, the Finance Lease Arrangement constitutes a discloseable transaction of the Company and is subject to the notification and announcement requirements under Chapter 14 of the Listing Rules. FINANCE LEASE AGREEMENT Date 23 December 2016 Parties
