Connected Transactions. The Company:
Connected Transactions. The Company is not and has not agreed to become a member of any partnership, joint venture, consortium or other unincorporated association other than a recognised trade association or any agreement or arrangement for sharing commissions or other income.
Connected Transactions. 7.1 Except for the written disclosure that has been made to the Transferee, there is no connected transaction between the Group Companies and the Affiliates that has not been disclosed to the Transferee, from January 1, 2011 to the date of this Agreement.
Connected Transactions there is not outstanding any agreement or arrangement between the Seller and any company of which it is a subsidiary or another subsidiary of any such company relating to the Business (including, but not limited to, any such agreement or arrangement under which the Seller is, or may in the future become, liable to pay any service, management or similar charge or to make any payment of interest or in the nature of interest).
Connected Transactions. Kingsoft hereby undertakes and agrees that for so long as it has the power to, directly or indirectly, direct the business of the Company, it shall always (i) act reasonably and in good faith in exercising such power, (ii) cause the Group Companies to deal with their respective “connected persons” (as defined in the Listing Rules) (excluding any other Group Company) fairly and on arms-length basis, and (iii) refrain from doing anything in violation of applicable laws, regulations and stock exchange rules which may adversely affect the business of the Company.
Connected Transactions. No Group Company:
Connected Transactions. As at the date of this announcement, CDC together with its subsidiaries holds approximately 34.71% of the issued share capital of the Company. Duolun Coal Chemical Company and Xilinhaote Mining Company are both subsidiaries of the Company, and Duolun Coal Chemical Company and Xilinhaote Mining Company are owned as to 40% by CDC and China Datang Coal Industry Co. Ltd, a subsidiary of CDC, respectively. Duolun Coal Chemical Company and Xilinhaote Mining Company are therefore the connected persons of the Company, and entering into the Entrusted Loan Framework Agreement and the transactions under the Entrusted Loan Agreement constitute connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) of the amount of entrusted loans under the Entrusted Loan Framework Agreement and the Entrusted Loan Agreement when aggregated with the Previous Transactions is more than 5% but all the applicable percentage ratios are less than 25%, each of the Entrusted Loan Framework Agreement and Entrusted Loan Agreement as well as the transactions thereunder is subject to the requirements of reporting, announcement and approval by the independent Shareholders of the Company under Chapter 14A of the Listing Rules.
Connected Transactions. Datatronic and Datatronics Romoland entered into the Master Supply Agreement on 6 June 2001 in respect of supply of magnetics to Datatronics Romoland. As Datatronics Romoland is a company owned as to approximately 96.5% by Xx. Xxx, the Connected Transactions constitute connected transactions for the Company under Chapter 14 of the Listing Rules. The latest waiver from strict compliance with the Listing Rules in respect of the Company’s continuing Connected Transactions by the Stock Exchange was expired on 31 December 2003. The Company has applied to the Stock Exchange for renewal of the waiver. The circular in relation to the Company’s announcement dated 11 December 2003, concerning the renewal of the waiver for continuing Connected Transactions, is pending for clarification of certain issues. As a result, the Connected Transactions to be taken place in the four months ending 30 April 2004, for the total amount to be less than HK$10,000,000, are subject to the disclosure requirement under Chapter 14 of the Listing Rules. This announcement is for the disclosure of the Connected Transactions to be taken place in the four months ending 30 April 2004. The trading of the Company’s shares on the Stock Exchange has been suspended since 15 August 2002 at the request of the Company and will continue to be suspended until further notice. This announcement is made with reference to the announcement of the Company dated 11 December 2003.
Connected Transactions. On 6 January 2010, the Buyer and the Seller entered into the Agreement pursuant to which, (a) the Buyer agreed to buy, and the Seller agreed to sell, the Sale Interests for RMB250,000,000 (approximately HK$285,000,000); and (b) the Buyer agreed to repay the Shareholder’s Loan and the Interest to the Seller. The Consideration was determined with reference to, among other things, the net asset value of the Target Company as at 31 July 2009 of RMB619,462,200 (approximately HK$706,186,908) as appraised by a property valuer which is independent of and not a connected person of the Company. The Target Company is 40% owned by the Seller, 30% owned by Zhongji Group and 30% owned by De He. Zhongji Group and De He are both indirectly wholly-owned by the Company. Upon completion of the Acquisition, the Company will indirectly wholly own the Target Company, which, in turn, directly or indirectly, owns certain interests in the Target Group Companies and the Xxxxx Xxx Xxx Project as shown in the diagrams under the section headed “Shareholding Structures of the Target Group”. The Target Company is a subsidiary of the Company. As the Seller is a substantial shareholder of the Target Company, the Seller is a connected person of the Company under the Listing Rules. Therefore, the Transactions constitute connected transactions of the Company under the Listing Rules. As the highest of all percentage ratios in respect of the Transactions is above 2.5% on an aggregate basis, the Transactions are subject to the requirements of reporting, announcement and independent shareholders’ approval of the Company under Chapter 14A of the Listing Rules. On the basis that (i) no Shareholder is required to abstain from voting if the Company were to convene an extraordinary general meeting for the approval of the Transactions; and (ii) Delta House Limited, Wisearn Limited and Profitwise Limited, being a closely allied group of Shareholders, which hold 442,124,000 Shares, 68,859,000 Shares and 384,490,500 Shares respectively, representing an aggregate of approximately 54.09% of the issued share capital of the Company as at the date of this announcement, have approved the Transactions in writing, the Company has applied to the Stock Exchange pursuant to Rule 14A.43 of the Listing Rules for a waiver from the requirement to hold a general meeting of the Shareholders and permission for the independent shareholders’ approval of the Transactions to be given in writing on the basis that the condition...
Connected Transactions. As at the date of this announcement, CDC together with its subsidiaries hold approximately 34.71% of the issued share capital of the Company. Renewable Resource Company and Xilinhaote Mining Company are both subsidiaries of the Company, and Renewable Resource Company and Xilinhaote Mining Company are owned as to 10.65% and 40% by the subsidiary of CDC, respectively. Datang Finance Company is a subsidiary of CDC. Renewable Resource Company, Xilinhaote Mining Company and Datang Finance Company are therefore connected persons of the Company and the transactions under the Entrusted Loan Agreements constitute connected transactions of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) of the aggregate principal amount of the entrusted loan under the Renewable Resource Agreements (Implemented) as at 17 June 2014 are more than 5% while other applicable percentage ratios are less than 5%, the Renewable Resource Agreements (Implemented) and the transactions thereunder are subject to the requirements of reporting, announcement and approval by the independent Shareholders of the Company under Chapter 14A of the Listing Rules. In order to re-comply with the applicable requirements under Chapter 14A of the Listing Rules, the Company makes supplemental disclosure of the Renewable Resource Agreements (Implemented) in this announcement and will convene an EGM to, among others, enable its independent Shareholders to consider, approve and ratify the Renewable Resource Agreements (Implemented) and the transactions thereunder. As one or more of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) of the aggregate principal amount of the entrusted loan under the Renewable Resource Agreement (New) when aggregated with the Renewable Resource Agreements (Implemented) are more than 5%, while other applicable percentage ratios are less than 5%, the Renewable Resource Entrusted Loan Agreement and the transactions thereunder are subject to the requirements of reporting, announcement and approval by the independent Shareholders of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) of the entrusted loan under the Xilinhaote Mining Entrusted Loan Agreement when aggregated with the principal amount of the entrusted loan under the Xilinhaote Mining Agreement (Imple...
