Common use of Historical figures Clause in Contracts

Historical figures. The historical amounts of the fees for sales of silver by the Group to Zhaojin Import and Export for the two years ended 31 December 2015 and 31 December 2016 and the eleven months ended 30 November 2017 are set out as follows: For the year ended 31 December 2015 For the year ended 31 December 2016 For the eleven months ended 30 November 2017 RMB’ million RMB’ million RMB’ million (approximately) (approximately) (approximately) Sales of silver by the Group to Zhaojin Import and Export 7 198.70 59.41 The annual cap of the fee for sales of silver by the Group to Xxxxxxxx Xxxxxxx Group for the financial year ending 31 December 2017 under the 2015 Framework Agreement for Sales of Silver was RMB270,000,000 which has not been exceeded as at the date of this announcement and is not expected to be exceeded before 31 December 2017. Annual caps The Company expects the annual caps for the sales of silver (excluding value-added tax) for the three years ending 31 December 2018, 31 December 2019 and 31 December 2020 shall not exceed RMB200 million, RMB240 million and RMB288 million, respectively, which are determined with reference to: (i) the historical sales of silver by the Group; (ii) the market price of silver; and (iii) the possible increase in the price of silver in light of the historical fluctuations in the price of silver. Pricing Policies The prices of silver to be sold to Zhaojin Import and Export will be based on market price, which will be determined on a fair basis with reference to the morning or afternoon spot settlement price of No. 2 Silver quoted on Shanghai Huatong on the date of price determination and taking the highest price quoted by other buyers of silver. The price at which the Group sells silver to Zhaojin Import and Export shall not be lower than the price charged by the Group on independent third parties for the sales of same type of silver. Reasons for and benefits of entering into the Framework Agreement for Sales of Silver Zhaojin Import and Export is a well-established enterprise and a member of Shanghai Huatong. As the Company and Zhaojin Import and Export are both subsidiaries of Xxxxxxxx Xxxxxxx and according to the payment terms of the Framework Agreement for Sales of Silver, the Company is entitled to deliver silver to Zhaojin Import and Export after payment is received by the Company, which can ensure that the payment will not be delayed and minimizes the credit risks involved. Given the aforesaid and after taking into account the terms of the transactions under the Framework Agreement for Sales of Silver, the Directors (including the independent non-executive Directors) consider that the entering into of the Framework Agreement for Sales of Silver is in the interests of the Company and the Shareholders as a whole, and the terms thereof are fair and reasonable, and is entered into on normal commercial terms in the ordinary and usual course of business of the Company. INTERNAL CONTROL MEASURES The Company has established various internal control measures in order to ensure that the transactions contemplated under the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver are in accordance with the pricing policies and the terms of each of the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver and are on normal commercial terms and no less favourable to the Company than terms quoted to independent third parties. Such internal control measures mainly include the following:

Historical figures. The historical amounts of the fees for sales the provision of silver gold refining services by Xxxxxxx Refinery to the Group to Zhaojin Import and Export for the two three years ended 31 December 2015 2012, 31 December 2013 and 31 December 2016 and the eleven months ended 30 November 2017 2014 are set out as follows: Gold refinery fee payable by For the year ended 31 December 2015 2012 RMB’ million (approximately) For the year ended 31 December 2016 For the eleven months ended 30 November 2017 RMB’ million RMB’ million 2013 RMB’ million (approximately) For the year ended 31 December 2014 RMB’ million (approximately) (approximately) Sales of silver by the Group to Zhaojin Import and Export 7 198.70 59.41 The annual Refinery 6.79 7.24 4.49 Annual cap of the fee for sales of silver by the Group to Xxxxxxxx Xxxxxxx Group for the financial year ending 31 December 2017 under the 2015 Framework Agreement for Sales of Silver was RMB270,000,000 which has not been exceeded as at the date of this announcement and is not expected to be exceeded before 31 December 2017. Annual caps The Company expects that the annual caps cap for the sales fees payable by the Company to Zhaojin Refinery for the provision of silver (excluding value-added tax) gold refining services for the three years ending 31 December 20182015, 31 December 2019 2016 and 31 December 2020 2017 shall not exceed RMB200 millionRMB7,500,000, RMB240 million RMB8,800,000 and RMB288 millionRMB9,900,000, respectively, which . The above annual caps are determined with reference to: arrived at after taking into account (i) the historical sales of silver fees payable by the GroupCompany to Zhaojin Refinery for the provision of gold refining services; and (ii) the market price of silver; and (iii) the possible expected increase in the price sales and production of silver in light of the historical fluctuations in the price of silver. Pricing Policies The prices of silver to be sold to Zhaojin Import and Export will be based on market price, which will be determined on a fair basis with reference to the morning or afternoon spot settlement price of No. 2 Silver quoted on Shanghai Huatong on the date of price determination and taking the highest price quoted by other buyers of silver. The price at which the Group sells silver to Zhaojin Import and Export shall not be lower than the price charged gold by the Group on independent third parties for the sales of same type of silverGroup. Reasons for and benefits of entering into the Framework Gold Refinery Agreement for Sales of Silver As stated in the Prospectus, PRC laws and regulations require gold refining to be carried out at a refinery that has been licensed by the Shanghai Gold Exchange to produce standard gold bullion. The Group is not a qualified gold refinery and has to rely on other enterprises that possess the relevant licence to refine crude gold to standard gold bullion. Zhaojin Import and Export Refinery is a well-established enterprise licensed gold refinery in the PRC and a member of Shanghai Huatong. As has been commissioned by the Company and Zhaojin Import and Export are both subsidiaries of Xxxxxxxx Xxxxxxx and according to the payment terms of the Framework Agreement for Sales of Silver, the Company is entitled to deliver silver to Zhaojin Import and Export after payment is received by the Company, which can ensure that the payment will not be delayed and minimizes the credit risks involvedrefine its gold since its incorporation. Given the aforesaid and after taking into account the terms of the transactions under the Framework Agreement for Sales of SilverGold Refinery Agreement, the Directors (including the independent non-executive Directors) consider that the entering into of the Framework Gold Refinery Agreement for Sales of Silver is in the interests of the Company and the Shareholders as a whole, and the terms thereof are fair and reasonable, and is entered into on normal commercial terms and in the ordinary and usual course of business of the Company. INTERNAL CONTROL MEASURES The Company has established various internal control measures in order to ensure that the transactions contemplated under the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver are in accordance with the pricing policies and the terms of each of the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver and are on normal commercial terms and no less favourable to the Company than terms quoted to independent third parties. Such internal control measures mainly include the following:.

Historical figures. The historical amounts of the fees for sales the provision of silver gold refining services by Xxxxxxx Refinery to the Group to Zhaojin Import and Export for the two years ended 31 December 2015 and 31 December 2016 and the eleven months ended 30 November 2017 are set out as follows: For the year ended 31 December 2015 For the year ended 31 December 2016 For the eleven months ended 30 November 2017 RMB’ million RMB’ million RMB’ million (approximately) (approximately) (approximately) Sales of silver Gold refinery fee payable by the Group to Zhaojin Import and Export 7 198.70 59.41 Refinery 7.41 7.23 5.15 The annual cap of the fee for sales the provision of silver gold refining services by Zhaojin Refinery to the Group to Xxxxxxxx Xxxxxxx Group for the financial year ending 31 December 2017 under the 2015 Framework Gold Refinery Agreement for Sales of Silver was RMB270,000,000 RMB9,900,000 which has not been exceeded as at the date of this announcement and is not expected to be exceeded before 31 December 2017. Annual caps The Company expects that the annual caps for the sales annual fees payable by the Company to Zhaojin Refinery for the provision of silver (excluding value-added tax) gold refining services for each of the three years ending 31 December 2018, 31 December 2019 and 31 December 2020 shall not exceed RMB200 RMB12.60 million, RMB240 million and RMB288 million, respectively, which . The above annual caps are determined with reference to: arrived at after taking into account (i) the historical sales of silver fees payable by the GroupCompany to Zhaojin Refinery for the provision of gold refining services; and (ii) the market price expected sales and production of silver; and (iii) gold by the possible Group. In view of the anticipated increase in our gold production capacity and other factors such as sales strategy having regard to anticipated gold price trend and production capability, the price of silver in light of annual caps for the historical fluctuations transactions under the Gold Refinery Agreement will be higher than those in the price of silverpast three years. Pricing Policies policies The prices of silver to be sold to Zhaojin Import and Export will be based on market price, which will be processing fee per gram for crude gold with gold content less than 99% is determined on a fair basis with reference by the parties to the morning or afternoon spot settlement price of No. 2 Silver quoted on Shanghai Huatong on the date of price determination and taking the highest price quoted by other buyers of silver. The price at which the Group sells silver Gold Refinery Agreement after arm’s length negotiation having regard to Zhaojin Import and Export shall not be lower than the price charged by similar service providers in the local market. The terms offered by Xxxxxxx Refinery to the Company shall be no less favourable than that offered by independent third party refineries to the Company. The Gold Refinery Agreement also provided that the fees at which Zhaojin Refinery provides gold refining services to the Company shall not be higher than the fees charged by Xxxxxxx Refinery on any independent third party at that time for the same type of services provided in the normal course of business and shall not be higher than the fees charged by any independent third party to the Group on independent third parties at that time for the sales provision of same type of silverservices. The pricing policies under the Gold Refinery Agreement will be reviewed regularly and if necessary to ensure that it is consistent with market-oriented, fair and reasonable principles. Reasons for and benefits of entering into the Framework Gold Refinery Agreement for Sales of Silver PRC laws and regulations require gold refining to be carried out at a refinery that has been licensed by the Shanghai Gold Exchange to produce standard gold bullion. The Group is not a qualified gold refinery and has to rely on other enterprises that possess the relevant licence to refine crude gold to standard gold bullion. Zhaojin Import and Export Refinery is a well-established enterprise licensed gold refinery in the PRC and a member of Shanghai Huatong. As has been being commissioned by the Company and Zhaojin Import and Export are both subsidiaries of Xxxxxxxx Xxxxxxx and according to the payment terms of the Framework Agreement for Sales of Silver, the Company is entitled to deliver silver to Zhaojin Import and Export after payment is received by the Company, which can ensure that the payment will not be delayed and minimizes the credit risks involvedrefine golds since its incorporation. Given the aforesaid and after taking into account the terms of the transactions under the Framework Agreement for Sales of SilverGold Refinery Agreement, the Directors (including the independent non-executive Directors) consider that the entering into of the Framework Gold Refinery Agreement for Sales of Silver is in the interests of the Company and the Shareholders as a whole, and the terms thereof are fair and reasonable, and is entered into on normal commercial terms in the ordinary and usual course of business of the Company. INTERNAL CONTROL MEASURES The Company has established various internal control measures in order to ensure that the transactions contemplated under the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver are in accordance with the pricing policies and the terms of each of the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver and are on normal commercial terms and no less favourable to the Company than terms quoted to independent third parties. Such internal control measures mainly include the following:.

Historical figures. The historical amounts of the fees for sales the provision of silver gold refining services by Zhaojin Refinery to the Group to Zhaojin Import and Export for the two years ended 31 December 2015 and 31 December 2016 2019 and the eleven months ended 30 November 2017 2020 are set out as follows: For the year ended 31 December 2015 2018 For the year ended 31 December 2016 2019 For the eleven months ended 30 November 2017 2020 RMB’ million RMB’ million RMB’ million (approximately) (approximately) (approximately) Sales of silver Gold refinery fee paid by the Group to Zhaojin Import and Export 7 198.70 59.41 The annual cap Refinery 7.30 5.07 4.74 Reference is made to the 2017 Announcement which stated that, for each of the fee for sales of silver by the Group to Xxxxxxxx Xxxxxxx Group for the three financial year years ending 31 December 2017 2020, the annual caps of the fees for the provision of gold refining services by Xxxxxxx Refinery to the Group under the 2015 Framework 2017 Gold Refinery Agreement shall not exceed RMB12.6 million. The Directors has been monitoring the transaction amounts under the 2017 Gold Refinery Agreement, and such amounts did not exceed the respective annual caps for Sales the two years ended 31 December 2019. As of Silver was RMB270,000,000 which has not been exceeded as at the date of this announcement announcement, the transaction amount incurred in 2020 did not exceed and is not expected to be exceeded before 31 December 2017exceed the 2020 annual cap. Annual caps The Company expects that the annual caps for the sales annual fees payable by the Company to Zhaojin Refinery for the provision of silver (excluding value-added tax) gold refining services for the three years ending 31 December 20182021, 31 December 2019 2022 and 31 December 2020 2023 shall not exceed RMB200 millionRMB11,000,000, RMB240 million RMB13,000,000 and RMB288 millionRMB15,000,000, respectively, which . The above annual caps are determined with reference to: arrived at after taking into account (i) the historical sales of silver fees payable by the GroupGroup to Zhaojin Refinery for the provision of gold refining services; and (ii) the market price expected sales and production of silver; and (iii) gold by the possible Group. In view of the anticipated increase in our gold production capacity and other factors such as sales strategy having regard to anticipated gold price trend and production capability, the price of silver in light of annual caps for the historical fluctuations in transactions under the price of silverGold Refinery Agreement show an increasing trend. Pricing Policies policies The prices of silver to be sold to Zhaojin Import and Export will be based on market price, which will be processing fee per gram for crude gold with gold content less than 99% is determined on a fair basis with reference by the parties to the morning or afternoon spot settlement price of No. 2 Silver quoted on Shanghai Huatong on the date of price determination and taking the highest price quoted by other buyers of silver. The price at which the Group sells silver Gold Refinery Agreement after arm’s length negotiation having regard to Zhaojin Import and Export shall not be lower than the price charged by similar service providers in the Group on local market. The terms offered by Xxxxxxx Refinery to the Company shall be no less favourable than that offered by independent third parties party refineries to the Company. The Gold Refinery Agreement also provided that the fees at which Zhaojin Refinery provides gold refining services to the Company shall not be higher than the fees charged by Xxxxxxx Refinery on any independent third party at that time for the sales same type of services provided in the normal course of business and shall not be higher than the fees charged by any independent third party to the Company at that time for the provision of same type of silverservices. The pricing policies under the Gold Refinery Agreement will be reviewed regularly and if necessary to ensure that they are consistent with market-oriented, fair and reasonable principles. Reasons for and benefits of entering into the Framework Gold Refinery Agreement for Sales of Silver PRC laws and regulations require gold refining to be carried out at a refinery that has been licensed by the Shanghai Gold Exchange to produce standard gold bullion. The Group is not a qualified gold refinery and has to rely on other enterprises that possess the relevant licence to refine crude gold to standard gold bullion. Zhaojin Import and Export Refinery is a well-established enterprise licensed gold refinery in the PRC and a member of Shanghai Huatong. As has been being commissioned by the Company and Zhaojin Import and Export are both subsidiaries of Xxxxxxxx Xxxxxxx and according to the payment terms of the Framework Agreement for Sales of Silver, the Company is entitled to deliver silver to Zhaojin Import and Export after payment is received by the Company, which can ensure that the payment will not be delayed and minimizes the credit risks involvedrefine golds since its incorporation. Given the aforesaid and after taking into account the terms of the transactions under the Framework Agreement for Sales of SilverGold Refinery Agreement, the Directors (including the independent non-executive Directors) consider that the entering into of the Framework Gold Refinery Agreement for Sales of Silver is in the interests of the Company and the Shareholders as a whole, and the terms thereof are fair and reasonable, and is entered into on normal commercial terms in the ordinary and usual course of business of the Company. INTERNAL CONTROL MEASURES The Company has established various internal control measures in order to ensure that the transactions contemplated under the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver are in accordance with the pricing policies and the terms of each of the Land Lease Agreement, the Digital Mine Construction Technology Services Agreement, the Gold Refinery Agreement and the Framework Agreement for Sales of Silver and are on normal commercial terms and no less favourable to the Company than terms quoted to independent third parties. Such internal control measures mainly include the following:.