BOARD’S APPROVAL Sample Clauses

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.
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BOARD’S APPROVAL. Each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement was approved by the Board. As at the date of this announcement, there is no overlapping directors between the Company and CAVIP. Only one executive Director concurrently serves as the chairman of the Parent Company, one executive Director and three non-executive Directors concurrently serve as the deputy general managers of the Parent Company, and there is no overlapping senior management between the Company and CAVIP. Moreover, none of the Directors personally has any material interest in the transactions contemplated under the 2022 Supplemental Traveller Services Resources Usage Agreement or the Frequent Traveller Paid Membership Management Agreement. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the 2022 Supplemental Traveller Services Resources Usage Agreement, the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder. 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 CAVIP is a wholly-owned subsidiary of the Parent Company, CAVIP is therefore a connected person of the Company. Accordingly, each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.54 of the Listing Rules, as the 2022 Supplemental Traveller Services Resources Usage Agreement constitutes a material change to the terms of the 2020 Traveller Services Resources Usage Agreement, the Company is required to re-comply with the relevant requirements of 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 2022 Supplemental Traveller Services Resources Usage Agreement is more than 0.1% but less than 5%, the 2022 Supplemental Traveller Services Resources Usage Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholdersapproval require...
BOARD’S APPROVAL. The BGS 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 BGS. 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 BGS Premises Leasing Agreement entered into by the Company and BGS. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the BGS 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. BGS is a non- wholly-owned subsidiary of the Parent Company. As such, BGS is an associate of the Parent Company and therefore a connected person of the Company. Accordingly, the BGS 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 BGS Premises Leasing Agreement is more than 0.1% but less than 5%, the BGS 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. The Agreements were approved by the Board. As at the date of this announcement, there are no overlapping directors between the Company and the Parent Company or Beijing Airport Food Management. Certain executive and non-executive Directors concurrently serve as the general manager and deputy general managers of the Parent Company only, and there is no overlapping senior management between the Company and Beijing Airport Food Management. Moreover, none of the Directors personally has any material interest in the transactions contemplated under any of the Agreements. Therefore, none of the Directors has abstained from voting at the Board meeting to approve any of the Agreements and the transactions contemplated thereunder. 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 Airport Food Management is a subsidiary of the Parent Company, Beijing Airport Food Management is therefore a connected person of the Company. Accordingly, the Agreements and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Given that the highest applicable percentage ratio (as defined under Rule 14.07 of the Listing Rules) in respect of each of the Food and Beverage Management Agreement and the Food and Beverage Resources Usage Agreement is more than 0.1% but less than 5%, the Agreements are therefore 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. The Assets Transfer Agreement and the transaction contemplated thereunder 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), Mr. Xxxx Xxx (non-executive Director) and Mr. Xx Xxxxx (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 Assets Transfer Agreement and have abstained from voting on the Board resolutions approving the Assets Transfer Agreement and the transaction contemplated thereunder. Save as disclosed above, none of the other Directors has a material interest in the Assets Transfer Agreement and the transaction contemplated thereunder and has abstained from voting at 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 under the Assets Transfer Agreement constitutes a connected transaction 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 Assets Transfer Agreement is more than 0.1% but less than 5%, the Assets Transfer Agreement is subject to the reporting and announcement requirements, but is exempt from the Independent Shareholdersapproval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The Property Leasing Agreement and the transaction contemplated thereunder were approved by the Board. As at the date of this announcement, there are no overlapping directors and senior management between the Company and the Property Management Company. 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 transaction contemplated under the Property Leasing Agreement entered into by the Company and the Property Management Company. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the Property Leasing Agreement and the transaction contemplated thereunder. 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 Property Management Company is a wholly-owned subsidiary of the Parent Company and is therefore a connected person of the Company. Accordingly, the transaction under the Property Leasing Agreement constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. Pursuant to IFRS 16, the leased properties under the Property Leasing Agreement will be recognised by the Company as right-of-use assets, and the transaction contemplated under the Property 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 Property 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 Property Leasing Agreement, on the basis of the value of the right-of-use assets to be recognised by the Company in connection with the Property Leasing Agreement, is more than 0.1% but less than 5%, the transaction contemplated under the Property Leasing Agreement is subject to the reporting and announcement requirements, but is exempt from the Independent Shareholdersapproval requirement under Chapter 14A of the Listing Rules.
BOARD’S APPROVAL. The Service Building Staff Restaurant Services Management 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 Jingrui. Moreover, while the executive Directors and the non- executive Directors concurrently serve as director, senior management or hold other senior position(s) of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the Service Building Staff Restaurant Services Management Agreement entered into by the Company and Beijing Jingrui. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the Service Building Staff Restaurant Services Management 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 as at the date of this announcement. Since Beijing Jingrui is a wholly-owned subsidiary of Beijing Airport Tourism Business, and Beijing Airport Tourism Business is a wholly-owned subsidiary of the Parent Company, Beijing Jingrui is therefore a connected person of the Company. Accordingly, the Service Building Staff Restaurant Services Management 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 Service Building Staff Restaurant Services Management Agreement is more than 0.1% but less than 5%, the Service Building Staff Restaurant Services Management 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.
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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.
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. None of the Directors has a material interest in the transaction under the Substitutive Power Generation Volume Agreement. Connected Directors, namely Xxxx Xxxxxxx, Xxx Xxxxxxxxx and Xxxxx Xxxxxxx, have abstained from voting on this resolution at the relevant Board meeting pursuant to the listing rules of the Shanghai Stock Exchange.
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