CONTINUING CONNECTED TRANSACTIONS. On 28 December 2012, GCPX and GGPX entered into the Pingxiang Lease Agreement, pursuant to which GGPX will lease the Properties to GCPX during a three-year period commencing from 1 January 2013 and ending on 31 December 2015. GGPX is a wholly-owned subsidiary of GGCL, which is a company controlled by Mr. Xxxx Xxxxxxxxx, the Company’s chairman, chief executive officer and executive Director, and his spouse, Xx. Xx Xxxxxxx. Accordingly, GGPX is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as a connected person of the Company under the Listing Rules. Given that each of the applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 of the Listing Rules, be on an annual basis more than 0.1% but less than 5%, the transactions contemplated under the Pingxiang Lease Agreement will be exempt from the independent shareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 of the Listing Rules. On 28 December 2012, GCPC and GCCL entered into the Supply Agreement, pursuant to which GCCL will supply Products to GCPC for a period of three years commencing on 1 January 2013 to 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited, which in turn is held as to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial shareholder of the Company. Accordingly, GCCL is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as a connected person of the Company under the Listing Rules. Given that each of the applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Supply Agreement will be on an annual basis more than 0.1% but less than 5%, the transactions contemplated under the Supply Agreement will be exempt from the independent shareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 of the Listing Rules.
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CONTINUING CONNECTED TRANSACTIONS. On 28 December 2012, GCPX and GGPX entered into the Pingxiang Lease Agreement, pursuant to which GGPX will lease the Properties to GCPX during a three-year period commencing from 1 January 2013 and ending on 31 December 2015. GGPX 2018 Financial Services Framework Agreement The Finance Company is a wholly-owned subsidiary of GGCL, which is a company controlled by Mr. Xxxx Xxxxxxxxx, Midea (the controlling shareholder of the Company’s chairman, chief executive officer ) and executive Director, is owned as to 5% by XX Xxxxxxx and his spouse, Xx95% by Midea. Xx Xxxxxxx. Accordingly, GGPX The Finance Company is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as therefore a connected person of the Company under for the purpose of Chapter 14A of the Listing Rules. Given that each As one or more of the applicable percentage ratios (other in respect of the New Annual Caps as set out in the 2018 Financial Services Framework Agreement, on an annual basis, exceed 5%, the 2018 Financial Services Framework Agreement and the New Annual Caps contemplated thereunder constitute continuing connected transactions for the Company and are subject to the reporting, annual review, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Major and connected transaction – deposit services under the 2018 Financial Services Framework Agreement Further, the provision of deposit services by the Finance Company to the Group under the 2018 Financial Services Framework Agreement also constitutes a transaction under Rule 14.04(1)(e) of the Listing Rules and as one of the applicable percentage ratios in respect thereof is more than 100%, the profit ratio) provision of deposit services by the Finance Company to the Group under the 2018 Financial Services Framework Agreement is not a very substantial acquisition but constitutes a major transaction for the Company under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement willRules. Accordingly, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 of the Listing Rules, it would be on an annual basis more than 0.1% but less than 5%, the transactions contemplated under the Pingxiang Lease Agreement will be exempt from the independent shareholders’ approval requirement but subject to the annual review reporting, announcement, circular and Shareholders’ approval requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 under Chapter 14 of the Listing Rules. On 28 December 2012As at the date of this announcement, GCPC and GCCL entered into the Supply Agreement, pursuant to which GCCL will supply Products to GCPC for Finance Company is a period of three years commencing on 1 January 2013 to 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited, which in turn is held as to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial Midea (the controlling shareholder of the Company. Accordingly) and is owned as to 5% by XX Xxxxxxx and 95% by Midea, GCCL the Finance Company is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as therefore a connected person of the Company for the purpose of Chapter 14A of the Listing Rules, and the provision of deposit services by the Finance Company to the Group under the 2018 Financial Services Framework Agreement also constitutes a connected transaction for the Company, and is subject to the reporting, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Given Exempted continuing connected transactions – Other Financial Services under the 2018 Financial Services Framework Agreement Taking into account of the relevant historical figures, it is also expected that each of all the applicable percentage ratios (other than calculated in respect of the profit ratio) annual fees and charges payable for the Other Financial Services by the Group to the Finance Company under the 2018 Financial Services Framework Agreement will not exceed 0.1%. Accordingly, such transactions are exempt from all reporting, announcement and Independent Shareholders’ approval requirements under Chapter 14 14A of the Listing Rules for Rules. Should such transactions exceed the transactions under exemption threshold in the Supply Agreement will be on an annual basis more than 0.1% but less than 5%future, the transactions contemplated Group will comply with the applicable connected transaction regulatory requirements under the Supply Agreement will be exempt from the independent shareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 Chapter 14A of the Listing Rules.
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CONTINUING CONNECTED TRANSACTIONS. On 28 December 2012FRAMEWORK AGREEMENT Reference is made to the Announcements in relation to the Existing Framework Agreements and the continuing connected transactions contemplated thereunder. CGB FRAMEWORK AGREEMENT The Board announces that on 14 November 2022, GCPX and GGPX the Company entered into the Pingxiang Lease AgreementCGB Framework Agreement with CGB (HK) in respect of (i) the provision of the Medical & Healthcare Services by the Group to the staff of CGB (HK); and (ii) the provision of the Banking Services by CGB (HK) to the Group. IMPLICATIONS UNDER THE LISTING RULES As at the date of this announcement, pursuant to which GGPX will lease the Properties to GCPX during a three-year period commencing from 1 January 2013 and ending on 31 December 2015. GGPX (i) CGB (HK) is a wholly-owned subsidiary branch of GGCL, CGB which is owned as to approximately 43.69% by CLIC; (ii) CLIC is owned as to approximately 68.4% by CLIG; and (iii) CLIG holds approximately 24.98% of the Shares and is a company controlled by Mr. Xxxx Xxxxxxxxx, substantial shareholder and thus a connected person of the Company’s chairman. As such, chief executive officer and executive DirectorCGB (HK), and his spouse, Xx. Xx Xxxxxxx. Accordingly, GGPX is being an associate of Mr. Xxxx under the Listing Rules and thus it CLIG, is regarded as also a connected person of the Company and the transactions contemplated under the CGB Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Given that each of the applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Pursuant to Rule 14A.25 14A.81 of the Listing Rules, the continuing connected transactions contemplated under the CGB Framework Agreement are required to be on an annual basis more than aggregated with the continuing connected transactions contemplated under the Existing Framework Agreements as the CGB Framework Agreement and the Existing Framework Agreements were all entered into between the Group and associates of CLIG. As the applicable percentage ratios relating to the CGB Medical & Healthcare Services Annual Caps, aggregated with the Existing Medical Related Services Annual Caps, exceed 0.1% but are less than 5%, the continuing connected transactions contemplated in relation to the provision of the Medical & Healthcare Services by the Group under the Pingxiang Lease CGB Framework Agreement will be are subject to the reporting, announcement and annual review requirements but are exempt from the circular and the independent shareholdersShareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 under Chapter 14A of the Listing Rules. On 28 December 2012, GCPC and GCCL entered into the Supply Agreement, pursuant to which GCCL will supply Products to GCPC for a period of three years commencing on 1 January 2013 to 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited, which in turn is held as to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial shareholder The provision of the CompanyLoan Services by CGB (HK) to the Group under the CGB Framework Agreement will constitute financial assistance to be provided by a connected person for the benefit of the Group. AccordinglyAs the Loan Services will be conducted on normal commercial terms or better to the Group and no security over the assets of the Group will be required, GCCL the provision of the Loan Services under the CGB Framework Agreement is an associate exempt under Rule 14A.90 of Mr. Xxxx under the Listing Rules from the reporting, annual review, announcement, circular and thus it is regarded as a connected person the independent Shareholders’ approval requirements under Chapter 14A of the Company under the Listing Rules. Given that each of As the applicable percentage ratios (other than relating to the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Supply Agreement will be on an annual basis more than Deposit Cap exceed 0.1% but are less than 5%, the continuing connected transactions contemplated in relation to the provision of the Deposit Services by CGB (HK) to the Group under the Supply CGB Framework Agreement will be are subject to the reporting, announcement and annual review requirements but are exempt from the circular and the independent shareholdersShareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 under Chapter 14A of the Listing Rules.. As the applicable percentage ratios relating to the continuing connected transactions in relation to the provision of the Other Banking Services by CGB (HK) to the Group under the CGB Framework Agreement on an annual basis are less than 5% and the estimated total amount of the Other Banking Services to be provided by CGB (HK) to the Group for each of Year 2022, Year 2023 and Year 2024 is less than HK$3,000,000, the continuing connected transactions in relation to the provision of the Other Banking Services by CGB (HK) to the Group under the CGB Framework Agreement are exempt from the reporting, announcement, annual review, circular and the independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Reference is made to the Announcements in relation to the Existing Framework Agreements and the continuing connected transactions contemplated thereunder. CGB FRAMEWORK AGREEMENT The Board announces that on 14 November 2022, the Company entered into the CGB Framework Agreement with CGB (HK) in respect of (i) the provision of the Medical & Healthcare Services by the Group to the staff of CGB (HK); and (ii) the provision of the Banking Services by CGB (HK) to the Group. Major terms of the CGB Framework Agreement are as follows: Date
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CONTINUING CONNECTED TRANSACTIONS. FRAMEWORK PURCHASE AGREEMENT On 28 December 20124 September 2017, GCPX and GGPX the Company entered into the Pingxiang Lease Agreement, pursuant to which GGPX will lease the Properties to GCPX during a three-year period commencing from 1 January 2013 and ending on 31 December 2015. GGPX is a wholly-owned subsidiary of GGCL, Framework Purchase Agreement with TTCL (which is a company controlled by Mr. Xxxx Xxxxxxxxxmember of the Disposal Group) which, subject to Completion and approval from the Company’s chairmanIndependent Shareholders, chief executive officer sets out the basis upon which the Remaining Group will purchase and executive Director, and his spouse, Xxthe TTCL Group will sell Garment Products. Xx Xxxxxxx. Accordingly, GGPX is an associate of Mr. Xxxx * For identification purpose only IMPLICATIONS UNDER THE LISTING RULES SP Agreement As the applicable percentage ratios under the Listing Rules in respect of the Disposal exceed 25% but are less than 75%, the Disposal constitutes a major transaction of the Company and thus it is regarded therefore subject to the notification, announcement, circular and Shareholders’ approval requirements under Chapter 14 of the Listing Rules. The Purchaser is owned as to 50% by Xx. Xxxx and 50% by Xxxxx Xxxx. Xx. Xxxx and Xxxxx Xxxx are the ultimate controlling shareholders of the Company, being interested in approximately 32.33% of the issued Shares of the Company as at the date of this announcement. As such, the Purchaser is a connected person of the Company under Chapter 14A of the Listing Rules. Given that each Accordingly, the Disposal also constitutes a connected transaction of the applicable percentage ratios (other than the profit ratio) Company under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 of the Listing Rules, be on an annual basis more than 0.1% but less than 5%, the transactions contemplated under the Pingxiang Lease Agreement will be exempt from the independent shareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 14A of the Listing Rules and is subject to the reporting reporting, announcement, circular and announcement Independent Shareholders’ approval requirements set out in Rules 14A.45 to 14A.47 under Chapter 14A of the Listing Rules. On 28 December 2012Framework Purchase Agreement Upon Completion, GCPC the Purchaser will hold 100% issued share capital of SYOL and GCCL entered into the Supply AgreementTTCL respectively. Therefore, pursuant to which GCCL TTCL will supply Products to GCPC for a period of three years commencing on 1 January 2013 to 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited, which in turn is held as to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial shareholder of the Company. Accordingly, GCCL is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as become a connected person of the Company upon Completion under Chapter 14A of the Listing Rules. Given that each of the applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Supply Agreement will be on an annual basis more than 0.1% but less than 5%, the The transactions contemplated under the Supply Framework Purchase Agreement will be exempt from constitute continuing connected transactions of the independent shareholders’ approval requirement but Company which are subject to the reporting, announcement, circular, Independent Shareholders’ approval and annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 under Chapter 14A of the Listing Rules.
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CONTINUING CONNECTED TRANSACTIONS. On 28 December 2012, GCPX and GGPX entered into the Pingxiang Lease Agreement, pursuant to which GGPX will lease the Properties to GCPX during a three-year period commencing from 1 January 2013 and ending on 31 December 2015. GGPX is a wholly-owned subsidiary of GGCL, which is a company controlled by Mr. Xxxx Xxxxxxxxx26th October 2018, the Company’s chairmanCompany and Teamsun, chief executive officer a controlling shareholder and executive Director, and his spouse, Xx. Xx Xxxxxxx. Accordingly, GGPX is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as a connected person of the Company, entered into the Supply Agreement in relation to: (i) sale and purchase of Products between ASH Group and Teamsun Group; and (ii) provision or sharing of ASH Services and Teamsun Services. Both ASH Group and Teamsun Group are reputable information technology infrastructure, solution and services providers, and have well established distribution channels and networks in the Greater China region and the PRC respectively. The entering into of the Supply Agreement will enhance the efficiency and sales capabilities of ASH Group’s existing distribution channels and networks by sharing the business know-how between ASH Group and Teamsun Group. In addition, the Directors believe that the cooperation between ASH Group and Teamsun Group will allow the realisation of substantial synergies in terms of, among others, convenience, support and marketing of ASH Group Products and services. The Supply Agreement constitutes continuing connected transactions for the Company under Chapter 14A of the Listing Rules. Given that each As all of the relevant percentage ratios in respect of the aggregate annual caps for the amounts payable by ASH Group to Teamsun Group in relation to the ASH Regulated Transactions under the Supply Agreement (including the Product Price for Teamsun Group Products and the Teamsun Service Fee) exceed 0.1% but all of such applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 of the Listing Rules, be on an annual basis more than 0.1% but are less than 5%, the transactions contemplated ASH Regulated Transactions under the Pingxiang Lease Supply Agreement will be and the relevant annual caps are subject to the reporting, announcement and annual review requirements under Chapter 14A of the Listing Rules, but are exempt from the independent shareholdersShareholders’ approval requirement but subject requirement. As all of the relevant percentage ratios in respect of the aggregate annual caps for the amounts receivable by ASH Group from Teamsun Group in relation to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 of the Listing Rules. On 28 December 2012, GCPC and GCCL entered into the Supply Agreement, pursuant to which GCCL will supply Products to GCPC for a period of three years commencing on 1 January 2013 to 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited, which in turn is held as to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial shareholder of the Company. Accordingly, GCCL is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as a connected person of the Company under the Listing Rules. Given that each of the applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions Teamsun Regulated Transactions under the Supply Agreement will be on an annual basis more than (including the Product Price for ASH Group Products and the ASH Service Fee) exceed 0.1% but all of such applicable percentage ratios are less than 5%, the transactions contemplated Teamsun Regulated Transactions under the Supply Agreement will be and the relevant annual caps are subject to the reporting, announcement and annual review requirements under Chapter 14A of the Listing Rules, but are exempt from the independent shareholdersShareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 of the Listing Rulesrequirement.
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CONTINUING CONNECTED TRANSACTIONS. On 28 Coal Supply Framework Agreements The Board announces that on 18 December 20122013, GCPX and GGPX the Company has entered into (i) CPI Logistics Coal Supply Framework Agreement in relation to the Pingxiang Lease Agreementsupply of coal from CPI Logistics to the Purchasers, pursuant the subsidiaries and an associate of the Company; and (ii) Qinghe Coal Supply Framework Agreement in relation to which GGPX will lease the Properties procurement and supply of coal by the Company to GCPX during Qinghe Electric Power, a three-year period commencing from 1 January 2013 and ending on 31 December 2015subsidiary of CPI Holding. GGPX Since CPI Logistics is a wholly-owned subsidiary of GGCL, which is a company controlled by Mr. Xxxx XxxxxxxxxCPI Group, the Company’s chairmanultimate controlling company and Qinghe Electric Power is a subsidiary of CPI Holding, chief executive officer and executive Directorthe Company’s controlling company, and his spouse, Xx. Xx Xxxxxxx. Accordingly, GGPX is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as a they both are connected person persons of the Company under the Listing Rules. Given Accordingly, the transactions contemplated under the two Coal Supply Framework Agreements constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. For CPI Logistics Coal Supply Framework Agreement, the Directors estimate that the Proposed Annual Cap for each of the three financial years ending 31 December 2014, 2015 and 2016 will not exceed RMB450,000,000 (equivalent to approximately HK$569,620,000). As the applicable percentage ratios (other than the profit ratio) as defined under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 in respect of the Listing Rules, be on an annual basis Proposed Annual Cap of the Continuing Connected Transactions with CPI Logistics are more than 0.1% but less than fall below 5%, they are therefore subject to the transactions contemplated under the Pingxiang Lease Agreement will be announcement and reporting requirements but exempt from the independent shareholders’ approval requirement but subject according to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 Chapter 14A of the Listing Rules. On 28 December 2012, GCPC and GCCL entered into the For Qinghe Coal Supply Framework Agreement, pursuant to which GCCL will supply Products to GCPC the Directors estimate that the Proposed Annual Cap for a period each of the three financial years commencing on 1 January 2013 to ending 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited2014, which in turn is held as 2015 and 2016 will not exceed RMB130,000,000 (equivalent to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial shareholder of the CompanyHK$164,557,000). Accordingly, GCCL is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as a connected person of the Company under the Listing Rules. Given that each of As the applicable percentage ratios (other than the profit ratio) as defined under Chapter 14 of the Listing Rules for in respect of the transactions under Proposed Annual Cap of the Supply Agreement will be on an annual basis Continuing Connected Transactions with Qinghe Electric Power are more than 0.1% but less than fall below 5%, they are therefore subject to the transactions contemplated under the Supply Agreement will be announcement and reporting requirements but exempt from the independent shareholders’ approval requirement but subject according to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 Chapter 14A of the Listing Rules.. The Board announces that on 18 December 2013, the Company has entered into (i) CPI Logistics Coal Supply Framework Agreement in relation to the supply of coal from CPI Logistics to the Purchasers, the subsidiaries and an associate of the Company; and (ii) Qinghe Coal Supply Framework Agreement in relation to the procurement and supply of coal by the Company to Qinghe Electric Power, a subsidiary of CPI Holding. CPI LOGISTICS COAL SUPPLY FRAMEWORK AGREEMENT Date 18 December 2013 Parties
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CONTINUING CONNECTED TRANSACTIONS. On 28 December 2012SUPPLY ARRANGEMENT INTRODUCTION The Board is pleased to announce that on 13 March 2017, GCPX the Company and GGPX CMDC entered into the Pingxiang Lease AgreementFramework Agreement in relation to (i) the provision of EPC general contracting services by the CMDC Group to the Group; and (ii) the supply of prefabricated construction components and products by the Group to the CMDC Group. LISTING RULES IMPLICATIONS As at the date of this announcement, pursuant to CMJYI, which GGPX will lease held approximately 68.56% of the Properties to GCPX during issued share capital of the Company, is the controlling shareholder, and hence a three-year period commencing from 1 January 2013 and ending on 31 December 2015connected person, of the Company. GGPX CMDC is a wholly-owned subsidiary of GGCL, which is a company controlled by Mr. Xxxx Xxxxxxxxx, the Company’s chairman, chief executive officer and executive DirectorCMJYI, and his spouse, Xx. Xx Xxxxxxx. Accordingly, GGPX is an associate of Mr. Xxxx under the Listing Rules and thus it is regarded as therefore a connected person of the Company under for the purpose of Chapter 14A of the Listing Rules. Given that Accordingly, each of the EPC Service Arrangement and the Supply Arrangement under the Framework Agreement constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. As the EPC Service Arrangement is capital in nature and one of the applicable percentage ratios (other than the profit ratio) under Chapter 14 in respect of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 estimated maximum value of the Listing Rules, be on an annual basis more than 0.1EPC Service Arrangement over the term of the Framework Agreement exceeds 25% but is less than 5100%, the transactions contemplated under EPC Service Arrangement constitutes a major and connected transaction of the Pingxiang Lease Agreement will be exempt from Company which is subject to the reporting, announcement and independent shareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules under Chapters 14 and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 14A of the Listing Rules. On 28 December 2012Further, GCPC and GCCL entered into as the Supply Agreement, pursuant to which GCCL will supply Products to GCPC for a period Arrangement is of three years commencing on 1 January 2013 to 31 December 2015. GCCL is an indirect wholly owned subsidiary of G-Baby Holdings Limited, which revenue nature and certain applicable percentage ratios in turn is held as to approximately 63.9% by companies ultimately controlled by Mr. Xxxx and his spouse, including PUD, a substantial shareholder respect of the Company. AccordinglyProposed Annual Cap of the Supply Arrangement exceed 5%, GCCL is an associate of Mr. Xxxx the contemplated transactions under the Listing Rules Supply Arrangement constitute continuing connected transactions which are subject to the annual review, reporting, announcement and thus it is regarded as a connected person independent shareholders’ approval requirements under Chapter 14A of the Company under the Listing Rules. Given that each of The Company will convene the applicable percentage ratios (other than the profit ratio) under Chapter 14 of the Listing Rules SGM for the transactions under purpose of considering the Supply Framework Agreement will be on an annual basis more than 0.1% but less than 5%(including the Proposed Annual Cap). A circular containing, the transactions contemplated under the Supply Agreement will be exempt from the independent shareholders’ approval requirement but subject to the annual review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and the reporting and announcement requirements set out in Rules 14A.45 to 14A.47 of the Listing Rules.among others,
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