BOARD’S APPROVAL Sample Clauses

BOARD’S APPROVAL. The Terminals Drinking Water Facility Management Services Agreement and the transactions contemplated thereunder, including the annual caps, were approved by the Board. As at the date of this announcement, there are no overlapping directors and senior management between the Company and Beijing Zhongpeng. Moreover, while the executive Directors and the non- executive Directors concurrently serve as director or senior management of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the Terminals Drinking Water Facility Management Services Agreement entered into by the Company and Beijing Zhongpeng. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the Terminals Drinking Water Facility Management Services Agreement and the transactions contemplated thereunder, including the annual caps. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since Beijing Zhongpeng is a wholly-owned subsidiary of the Power and Energy Company, which is in turn a wholly-owned subsidiary of the Parent Company, Beijing Zhongpeng is therefore a connected person of the Company. Accordingly, the Terminals Drinking Water Facility Management Services Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the transactions contemplated under the Terminals Drinking Water Facility Management Services Agreement is more than 0.1% but less than 5%, the Terminals Drinking Water Facility Management Services Agreement is subject to the reporting, announcement and annual review requirements, but is exempt from the Independent Shareholdersapproval requirement under Chapter 14A of the Listing Rules.
AutoNDA by SimpleDocs
BOARD’S APPROVAL. The Agreements were approved by the Board. Since no Director has material interest in the transactions contemplated under the Agreements, thus none of the Directors abstained from voting at the Board’s meeting to approve the Agreements.
BOARD’S APPROVAL. The Assets Leasing Agreement and the transaction contemplated thereunder were approved by the Board. As at the date of this announcement, each of the three executive Directors and the three non-executive Directors concurrently serves as director or senior management of the Parent Company or holds other senior position(s) of the Parent Company. Therefore, the above Directors are deemed or may be perceived to have a material interest in the Assets Leasing Agreement and have abstained from voting on the Board resolutions approving the Assets Leasing Agreement and the transaction contemplated thereunder. Save as disclosed above, no other Directors have a material interest in the Assets Leasing Agreement and the transaction contemplated thereunder and have abstained from voting on the Board resolutions approving the same. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. The Parent Company is therefore a connected person of the Company. Accordingly, the transaction contemplated under the Assets Leasing Agreement constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. According to Rule 14A.35 of the Listing Rules, if a previously announced connected transaction is subsequently terminated, this fact must be announced as soon as practicable. As the Property Leasing Framework Agreement and the transactions contemplated thereunder have been terminated with effect from the commencement date of the term of the Assets Leasing Agreement, the Company is required to make an announcement in respect of such termination. Pursuant to IFRS 16, the leased assets under the Assets Leasing Agreement will be recognised by the Company as right-of-use assets, and the transaction contemplated under the Assets Leasing Agreement will be classified as an acquisition of right-of-use assets by the Company pursuant to the Listing Rules. Accordingly, the transaction contemplated under the Assets Leasing Agreement will be treated as a one-off connected transaction under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Assets Leasing Agreement, on the basis of the value of the right-of-use assets to be recognised by the Company in connection with the Assets Leasing Agreement, is more than 0.1% but less tha...
BOARD’S APPROVAL. The Entrusted Project Management Framework Agreement and the transactions contemplated thereunder, including the annual cap, were approved by the Board. As at the date of this announcement, Xx. Xxxx Xxxxxxx (executive Director and the chairman of the Board), Xx. Xxx Xxxxxxxx (executive Director), Xx. Xxx Xxxxxxxx (non-executive Director) and Mr. Xxxx Xxx (non-executive Director) concurrently serve as director or senior management of the Parent Company. Therefore, the above Directors are deemed or may be perceived to have a material interest in the Entrusted Project Management Framework Agreement and have abstained from voting on the Board resolutions approving the Entrusted Project Management Framework Agreement and the transactions contemplated thereunder, including the annual cap. Save as disclosed above, no other Directors have a material interest in the Entrusted Project Management Framework Agreement and the transactions contemplated thereunder and have abstained from voting on the Board resolutions approving the same, including the annual cap. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. The Parent Company is therefore a connected person of the Company. Accordingly, the Entrusted Project Management Framework Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Entrusted Project Management Framework Agreement is more than 0.1% but less than 5%, the Entrusted Project Management Framework Agreement is subject to the reporting, annual review and announcement requirements, but is exempt from the Independent Shareholdersapproval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The BACT Premises Leasing Agreement and the transactions contemplated thereunder, including the annual caps, were approved by the Board. As at the date of this announcement, there are no overlapping directors and senior management between the Company and BACT. Moreover, while the executive Directors and the non-executive Directors concurrently serve as director or senior management of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the BACT Premises Leasing Agreement entered into by the Company and BACT. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the BACT Premises Leasing Agreement and the transactions contemplated thereunder, including the annual caps. LISTING RULES IMPLICATIONS As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. BACT is a wholly-owned subsidiary of the Parent Company and is therefore a connected person of the Company. Accordingly, the BACT Premises Leasing Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) in respect of the BACT Premises Leasing Agreement is more than 0.1% but less than 5%, the BACT Premises Leasing Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but exempt from the Independent Shareholdersapproval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. None of the Directors have material interest in the transaction under the Technical Monitoring Framework Agreement. Those connected Directors, namely Xxxx Xxxxxxx, Xx Xxxxxxx and Xxxxx Xxxxxxx, being the key management of CDC, have abstained from voting at the relevant Board meeting for approval of the relevant resolution in accordance with the requirements of the Listing Rules of the Shanghai Stock Exchange.
BOARD’S APPROVAL. The Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver were approved by the Board on 20 March 2015 to be inserted by the Company and none of the Directors has any material interest in the transactions contemplated thereunder. Xx. Xxxx Xxxxxxx and Xx. Xx Xxxxxxxxx have abstained from voting at the Board’s meeting to approve the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver by virtue of being the management staff of Xxxxxxxx Xxxxxxx. LISTING RULES IMPLICATIONS As at the date of this announcement, Xxxxxxxx Xxxxxxx is the controlling Shareholder of the Company. Zhaojin Refinery, Goldsoft Technology and Zhaojin Import and Export are subsidiaries of Xxxxxxxx Xxxxxxx and are therefore connected persons of the Company and the transactions contemplated under the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Given that each of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of each of the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver is less than 5%, the transactions under the Land Lease Agreement, the Gold Refinery Agreement, the Digital Mine Construction Technology Services Agreement and the Framework Agreement for Sale of Silver are subject to the reporting and announcement requirements but are exempt from the independent Shareholdersapproval requirement under Chapter 14A of the Listing Rules.
AutoNDA by SimpleDocs
BOARD’S APPROVAL. None of the Directors has material interest in the transactions under the Substitutive Power Generation Framework Agreement. Connected Directors, namely Xxxx Xxxxxxx, Xx Xxxxxxx and Xxxxx Xxxxxxx, being the key management of CDC, have abstained from voting for this resolution at the relevant Board meeting pursuant to the listing rules of the Shanghai Stock Exchange.
BOARD’S APPROVAL. The seventeenth meeting of the eighth session of the Board of the Company has approved the transaction under the Entrusted Loan Agreement. None of the Directors has any material interests in the Entrusted Loan Agreement. Those connected Directors, namely Xxxx Xxxxxxx, Xx Xxxxxxx and Xxxxx Xxxxxxx (all of whom are the key management personnel of CDC), have abstained from voting for approval of such resolution in accordance with the listing rules of the Shanghai Stock Exchange.
BOARD’S APPROVAL. The Board has approved the Leasing Agreement and none of the Directors has any material interest in the transaction contemplated thereunder save and except Xx. Xxxx and his brother – Xx. Xxxx See Kit, Xxxxxx. Since Xx. Xxxx and Xx. Xxxx See Kit, Xxxxxx have direct or indirect interests in the Leasing Agreement, they have abstained from voting on the relevant resolution of the Board to approve the Leasing Agreement.
Time is Money Join Law Insider Premium to draft better contracts faster.