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 Xx. 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.
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. Xxxxx Xxxxxxx at xxxxxxxx@xxxx.xxxx.xxx for assistance.
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 Xxxxxxxxx for their great contributions to this work and their mentorship throughout my Ph.D. Also, I would like to thank all faculty and colleagues at the Epidemiology Department at Xxxxx Xxxxxxx School of Public Health for their support and friendship. There are two other people without whom this Ph.D. would not be possible. First, I would like to acknowledge Xx. Xxxxx Xxxxxx, retired Professor of Clinical Psychology, whom I met in the first year of my Medical School when I was eighteen and who has been my life-long mentor (and my “second mother”) since then. Second, I would like to acknowledge Xx. Xxxxxx Xxxx, Professor of Epidemiology and Public Health at Dokuz Eylul University, who has been my mentor and friend since I started my residency program back in Turkey. The last one and a half years of my Ph.D. have been under isolation due to the COVID-19 pandemic, and I would not have been this happy and productive without my nuclear family and road mate, Xxxxx Xxxxx Xxxxx. As a first-generation college graduate in my family, all my degrees have been supported by scholarships, awards, or grants until now. From now on, I would like to continue my career with the aspiration of “giving back.” I am sure there are tens and thousands of students waiting for equal education opportunities all around the globe. I commit this Ph.D. to them. CHAPTER 1: INTRODUCTION 1
Xxx and Xx. Xxxx has a material interest in the Framework Agreement, they therefore abstained from voting on board resolutions of the Company approving the Framework Agreement. Xx. Xxxx is an executive Director and the daughter of Xx. Xxxx and Xx. Xxx. As such, Xx. Xxx and Xx. Xxxx were interested in the Framework Agreement. Save as disclosed above, none of directors were required to abstain from voting on the board resolutions of the Company in respect thereof. The Directors (including the independent non-executive Directors, but excluding Xx. Xxx and Xx. Xxxx who are required to abstain from voting) are of the view that the terms of the Framework Agreement, which were arrived at after arm’s length negotiations between the Company and Hangzhou Bay Petrochemical Logistics, are fair and reasonable and are on normal commercial terms, in the ordinary and usual course of business of the Group and are in the interests of the Company and its shareholders as a whole. INFORMATION ON THE GROUP The principal activities of the Group are the manufacture and supply of ethylene oxide, ethylene glycol, polypropylene, methyl tert-butyl ether and surfactants in the PRC. The Group was also engaged in the provision of processing services for polypropylene, methyl tert-butyl ether and surfactants to its customers and the production and supply of other chemical products such as C4, pentene and industrial gases, namely oxygen, nitrogen and argon in the PRC. CONNECTED PERSON As at the date of this announcement, Hangzhou Bay Petrochemical Logistics is owned as to 55.00% by 浙江海港嘉興港務有限公司 (Zhejiang Seaport Jiaxing Port Co., Ltd*); 24.00% by 嘉興石化有限公司 (Jiaxing Petrochemical Co., Ltd.*); and 21% by 浙江乍浦美福碼頭倉儲有限公司 (Zhejiang Zhapu Xxx Xx Port & Storage Co. Ltd.*). Xxx Xx Port is a wholly-owned subsidiary of Jiahua Energy Chemical Co, which is owned as to approximately 36.77% by Xxxxxx, which is ultimately controlled by Xx. Xxxx and Xx. Xxx. As Xx. Xxx is an executive Director and Xx. Xxxx is the controlling Shareholder of the Company, Jiahua Energy Chemical Co. is therefore an associate of Xx. Xxxx and Xx. Xxx and is thus a connected person of the Company and in turn, Hangzhou Bay Petrochemical Logistics is an associate of Xx. Xxxx, Xx. Xxx and Xx. Xxxx and is thus a connected person of the Company. Accordingly, the transactions contemplated under the Framework Agreement constitute continuing connected transactions for the Company under Chapter 14A of the Listing Rules. LISTING RULES IMPLICATIONS As...
Xxx and Xx. Xxxx were interested in each of the Propylene Sale and Purchase Agreement, Propane Sale and Purchase Agreement, Naphtha Sale and Purchase Agreement, Commissioned Processing and Rental Agreement, Liquefied Petroleum Gas Sale and Purchase Agreement, Mixed C4 Supply Agreement and Industrial Cracking C9 Supply Agreement and each of Xx. Xxx and Xx. Xxxx therefore abstained from voting on the board resolutions of the Company approving each of the Propylene Sale and Purchase Agreement, Propane Sale and Purchase Agreement, Naphtha Sale and Purchase Agreement, Commissioned Processing and Rental Agreement, Liquefied Petroleum Gas Sale and Purchase Agreement, Mixed C4 Supply Agreement and Industrial Cracking C9 Supply Agreement and the transactions contemplated thereunder. Save as disclosed, none of the Directors had any material interest in each of the Propylene Sale and Purchase Agreement, Propane Sale and Purchase Agreement, Naphtha Sale and Purchase Agreement, Commissioned Processing and Rental Agreement, Liquefied Petroleum Gas Sale and Purchase Agreement, Mixed C4 Supply Agreement and Industrial Cracking C9 Supply Agreement and none of them were required to abstain from voting on the board resolutions of the Company in respect thereof.
Xxx and Xx. Xx Xxxxxx as independent non-executive Directors.
