Interested Person Transactions. Schedule 4.8 contains a complete list of all amounts and obligations owed between the Company or any of its Subsidiaries, on the one hand, and any of the Company’s Stockholders, directors, officers or Affiliates, on the other hand, and transactions and services provided since January 1, 2011 between the Company’s Stockholders, directors, officers or Affiliates, on the one hand, and the Company or its Subsidiaries, on the other hand. Except as disclosed on Schedule 4.8, since the Balance Sheet Date, there has not been any accrual of liability or incurrence of an obligation between Company or its Subsidiaries, on the one hand, and any of the Company’s Stockholders, directors, officers or Affiliates, on the other hand, any transaction or service provided between Company or its Subsidiaries, on the one hand, and any of the Company’s Stockholders, directors, officers or Affiliates, on the other hand, or any action taken (other than this Agreement) or any distributions or other payments of cash or property by Company or its Subsidiaries to any of the Company’s Stockholders, directors, officers or Affiliates on the other hand.
Interested Person Transactions. Zhengxing is a limited liability company incorporated in the People’s Republic of China. As Xx Xxxxx Xxxx Xxxxx, the managing director of the Company, is deemed to be interested in 60% interests in Zhengxing held through various entities, Xxxxxxxxx is deemed an associate of Xx Xxxxx Xxxx Xxxxx for the purpose of Chapter 9 of the Listing Manual. Accordingly, the acquisition by Xxxxxxxxx of the 45% interests in the Target, resulting in Zhengxing being in a joint venture with CIHL Tianjin (“Target Joint Venture”), is an interested person transaction. Pursuant to Rule 916(2) of the Listing Manual, an investment in a joint venture with an interested person is not required to comply with Rule 906 of the Listing Manual if certain conditions are satisfied as set out in paragraphs 3 to 6 below. As the conditions in Rule 916(2) of the Listing Manual are satisfied, the Target Joint Venture is not subject to Shareholders’ approval required under Rule 906 of the Listing Manual.
Interested Person Transactions. EOSP is a company incorporated in Singapore. Its directors are Xxxxxx Xxx, Xxx Xxxx Xxx and Xxxxxxx Xxxxx A/X Xxxxxxx Xxx Xxxxxxxx and its sole shareholder is Xxxx. EOSP carries on the business of providing ship management services. It also provides crewing and other related or associated services to offshore support vessels. EOCP is a company incorporated in Singapore. Its directors are Xxxxxx Xxx, Xxx Xxxx Xxx, Xxx Xxxx Xxxxx, Xxxxxxx Xxxx Xxxx Xxxxx and Xxxx Xxx Xxx, and its sole shareholder is EOC. EOCP is the operator of a floating production, storage and offloading unit. It is also an offshore construction services contractor based in Asia, with operations throughout Australasia and the Middle East. For the purpose of Rule 904(4) of Section B: Rules of the Catalist of the listing manual of Singapore Exchange Securities Trading Limited (the “Catalist Rules”), EOCP and EOSP are considered interested persons, being associates of Jit Sun Investments Pte. Ltd. (“Xxx Xxx”) and Xxxxxx Xxx Xxxx Tek (“Xxxxxx Xxx”), as described below. The Offshore Service Agreements, being entered into by the Group with EOCP and EOSP, are considered interested person transactions. Jit Sun, which holds 22.7% of the total issued shares of the Company, is a controlling shareholder of the Company. As the date of this announcement, Xxxxxx Xxx holds 100% of the total issued shares in the capital of Jit Sun. He is as such deemed to be interested in the 22.77% shareholding interest in the Company held by Jit Sun by virtue of Section 7(4A) of the Companies Act. Xxxxxx Xxx is therefore deemed to be a controlling shareholder of the Company. As at the date of this announcement, Xxxxxx Xxx and his associates in aggregate hold more than 30% of the shareholding interests in Xxxx. Xxxx is as such an associate of Xxxxxx Xxx, and an interested person of the Company. Xxxx holds 100% of EOSP. EOSP, being a wholly-owned subsidiary of Ezra, is thus also an associate of Xxxxxx Xxx and Xxx Xxx. Transactions entered into by the Group with EOSP should accordingly be treated as interested person transactions under Chapter 9 of the Catalist Rules. As at the date of this announcement, Xxxx holds 48.87% of EOC, which in turn holds 100% of EOCP. Therefore, Xxxxxx Xxx and Xxx Xxx are deemed interested in 48.87% of the shares in EOC by virtue of section 7(4A) of the Companies Act. EOCP, being a wholly-owned subsidiary of EOC, is thus an associate of Xxxxxx Xxx and Xxx Xxx. Transactions entered into by the Gr...
Interested Person Transactions. 3.1 Pursuant to the Listing Manual, an interested person transaction (“IPT”) is defined as a transaction between an entity at risk and an interested person. Soleado is deemed (as defined in the Listing Manual), an associate of Xx Xxxxxxxxxxx Xxxxxxxxxxx. Accordingly, Xxxxxxx is deemed an interested person within the meaning of Chapter 9 of the Listing Manual.
Interested Person Transactions. Neither the Company nor any of its subsidiaries shall enter into any agreement with any Interested Person (as defined below) of the Company or any of its subsidiaries, or an “affiliate” or “associate” of such person (as such terms are defined in the rules and regulations promulgated under the Securities Act), including, without limitation, any agreement or other arrangement providing for the furnishings of services by, purchase or rental of real or personal property from, or otherwise requiring payments to, any such person or entity, without the approval at a duly held meeting of the Board of a majority of the members of the Company’s Board having no interest in such agreement or arrangement. Interested Person shall mean any current or former employee, stockholder (or any director, general partner, limited partner, member or manager of any stockholder), consultant, officer or director of the Company or any member of his, her or its immediate family (collectively, “Interested Persons”).
Interested Person Transactions. (a) No officer or director of the Company or any of its Subsidiaries or, to the Knowledge of the Company, holder of more than five percent (5%) of the outstanding shares of Company Capital Stock (nor to the Knowledge of the Company. any ancestor, sibling, descendant or spouse of any of such Persons, or any trust, partnership, corporation or other Person in which any of such Persons has or has had an interest), (an “Interested Person”), has or has had, directly or indirectly, (i) an economic interest in any entity which furnished or sold, or furnishes or sells, services, products or technology that the Company or its Subsidiaries furnishes or sells, or proposes to furnish or sell, or (ii) any economic interest in any entity that purchases from or sells or furnishes to the Company or its Subsidiaries, any services, products or technology, or (iii) a beneficial interest in any Contract to which the Company or its Subsidiaries is a party, except in the case of clause (iii) in any such Person’s capacity as an officer, director or stockholder of the Company or its Subsidiaries; provided, however, that ownership of no more than five percent (5%) of the outstanding voting stock of a private corporation, or one percent (1%) of the outstanding voting stock of a publicly traded corporation, shall not be deemed to be an “interest in any entity” for purposes of this Section 2.17.
Interested Person Transactions. As at the date of this announcement, Xx Xxx Yinghui is the Executive Chairman and a controlling shareholder of the Company has an aggregate interest (direct and deemed) of approximately 34.24% of the Company’s total number of issue Shares (excluding treasury Shares), and Guide True’s ultimate shareholders are Xx Xxx Yinghui and his wife. Pursuant to Chapter 9 of the Listing Manual, Guide True is regarded as an “interested person” and any transaction to be carried out by the Company with Guide True would constitute an “interested person transaction”. Accordingly, the Proposed Acquisition and the Proposed Disposal would also constitute interested person transactions under Chapter 9 of the Listing Manual. Guide True and its associates will abstain from voting on the resolutions to be tabled at an extraordinary general meeting of the Company to be convened to approve such transactions and shall decline to accept appointment as proxy to vote unless the Shareholders concerned shall have given specific instructions as to the manner in which his votes are to be cast at the meeting. As at the date of this announcement, excluding (i) transactions which are less than S$100,000, and (ii) transactions that are exempted from compliance with Rules 905, 906 and 907 of the Listing Manual, there are no other interested person transactions entered into by the Group with Guide True or any other interested persons for the current financial year. Please refer to April 2014 Announcement for further details.
Interested Person Transactions. Neither Bioceros nor any of its Subsidiaries is indebted to any director, officer, employee or agent of Bioceros or its Subsidiaries (except for amounts due as normal salary for the current payroll period and in reimbursement of ordinary expenses), and no such person is indebted to Bioceros or any of its Subsidiaries. There has been no transaction since January 1, 2015, and there is no currently proposed transaction, in which Bioceros was or is to be a participant and the amount involved exceeds $120,000, and in which any director, executive officer or immediate family member (within the meaning of Item 404 of Regulation S-K under the Securities Act) of any director or executive officer of Bioceros had or will have a direct or indirect material interest (within the meaning of Item 404 of Regulation S-K under the Securities Act).
Interested Person Transactions. 4.1 Pursuant to the Listing Manual, an interested person transaction (“IPT”) is defined as a transaction between an entity at risk and an interested person. PM Group is deemed (as defined in the Listing Manual), an associate of Mr Chalermchai Mahagitsiri. Accordingly, PM Group is deemed an interested person within the meaning of Chapter 9 of the Listing Manual.
Interested Person Transactions. The Owner is a company incorporated in the PRC and is primarily engaged in investment holding and the distribution of LPG to end-users through its LPG retail stations in the PRC. The Owner is jointly owned by Chaozhou Huafeng (Group) Ltd and its union (a body representing the employees), as well as associates of Xx Xxxxx Xxx Xxxx, with a shareholding of 94.4%, 3.5% and 2.1% respectively. Chaozhou Huafeng (Group) Ltd is a company incorporated in the PRC and is primarily engaged in investment holding. Xx Xxxxx Xxx Xxxx, who is the executive chairman of the Board and chief executive officer of the Company, owns 79% of Chaozhou Huafeng (Group) Ltd, while Xx Xxxx Xxx Xxx, the substantial shareholder and mother of Xx Xxxxx Xxx Xxxx, and Xxx Xxxx Kai, owns 20% and 1.0% of Chaozhou Huafeng (Group) Ltd respectively. In view of the above and pursuant to Chapter 9 of the SGX-ST Listing Manual (the “Listing Manual”), the Charterer is deemed as an entity-at-risk, while the Owner is an associate of the Company’s directors and chief executive officers. In this regard, the Charter Agreement between the Charterer and the Owner will be deemed as an interested person transaction as defined under Chapter 9 of the Listing Manual.
