Common use of INFORMATION OF THE GROUP Clause in Contracts

INFORMATION OF THE GROUP. The Group is principally engaged in software development and provision of systems integration services relating to the media and non-media industries including financial institutions, enterprises and government departments. The Group purchases information hardware products for its customers in order to establish computer systems. It also provides software and hardware solutions to its customers as well as for use in its software development business. INFORMATION ON PEKING FOUNDER GROUP Peking Founder Group is principally engaged in securities trading and brokerage; the information technology industry, including software and system development for the publishing sector and various government bureaus and financial institutions and hardware manufacturing for personal computers, chips, circuit boards and other terminal equipment; and healthcare and pharmaceutical industry, including hospitals, pharmaceuticals, logistics, equipment leasing and hospital management. LISTING RULES IMPLICATIONS Peking Founder is a controlling shareholder of the Company indirectly holding approximately 30.60% of the issued share capital of the Company as at the date of this announcement, and thus a connected person of the Company for the purposes of the Listing Rules. Accordingly, the transactions contemplated under both the 2019 Entrusted Loan Master Agreement and the 2019 Master Purchase Agreement will constitute continuing connected transactions for the Company pursuant to Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios pursuant to Rule 14.07 of the Listing Rules for the transactions contemplated under the 2019 Entrusted Loan Master Agreement exceed(s) 25%, the transactions contemplated under the 2019 Entrusted Loan Master Agreement are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. Further, the provision of the entrusted loans under the 2019 Entrusted Loan Master Agreement will also constitute (i) advance to an entity under Rule 13.13 of the Listing Rules, and (ii) financial assistance provided by the Company not in the ordinary and usual course of business and a major transaction under Chapter 14 of the Listing Rules. On the other hand, since one or more of the applicable percentage ratios pursuant to Rule

Appears in 1 contract

Samples: Master Purchase Agreement

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INFORMATION OF THE GROUP. The Group is principally engaged in software development and provision of systems integration services relating to the media and non-media industries including financial institutions, enterprises and government departments. The Group purchases information hardware products for its customers in order to establish computer systems. It also provides software and hardware solutions to its customers as well as for use in its software development business. INFORMATION ON PEKING FOUNDER GROUP Information on Peking Founder Group Peking Founder Group is principally engaged in securities trading and brokerage; the information technology industry, including software and system development for the publishing sector and various government bureaus and financial institutions and hardware manufacturing for personal computers, chips, circuit boards and other terminal equipment; and healthcare and pharmaceutical industry, including hospitals, pharmaceuticals, logistics, equipment leasing and hospital management. LISTING RULES IMPLICATIONS REQUIREMENTS Peking Founder is a the controlling shareholder of the Company indirectly holding approximately 30.60% of the issued share capital of the Company as at the date of this announcement, and thus a connected person of the Company for the purposes of the Listing Rules. Accordingly, the transactions contemplated under both the 2019 Entrusted Loan Master Agreement and the 2019 Master Purchase Agreement will constitute continuing connected transactions for the Company pursuant to Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios pursuant to (as defined under Rule 14.07 of the Listing Rules Rules) for the transactions contemplated under the 2019 Entrusted Loan Master Purchase Agreement exceed(s) 25exceeds 0.1% and all of the relevant percentage ratios are less than 5%, the transactions contemplated under the 2019 Entrusted Loan Master Purchase Agreement are subject to the reporting, annual review, review and announcement and requirements but are exempt from the independent shareholders’ approval requirements requirement under Chapter 14A of the Listing Rules. FurtherAs Xx. Xxxxxx Shuen Lung is a director of Peking University Founder Group Company Limited and therefore is deemed to have a material interest in the Master Purchase Agreement, Xx. Xxxxxx Shuen Lung has abstained from voting on the provision relevant Board resolution approving the transactions contemplated under the Master Purchase Agreement. Save for the above, to the best knowledge, information and belief of the entrusted loans under the 2019 Entrusted Loan Master Agreement will also constitute (i) advance to an entity under Rule 13.13 of the Listing RulesDirectors after having made all reasonable enquiries, and (ii) financial assistance provided by the Company not no other Director has material interest in the ordinary Master Purchase Agreement and usual course of business and a major transaction under Chapter 14 of will be required to abstain from voting on the Listing Rules. On relevant resolution to approve the other hand, since one or more of Master Purchase Agreement at the applicable percentage ratios pursuant to RuleBoard meeting.

Appears in 1 contract

Samples: Master Purchase Agreement

INFORMATION OF THE GROUP. The Group is principally engaged in software development and provision of systems integration services relating to the media and non-media industries including financial institutions, enterprises and government departments. The Group purchases information hardware products for its customers in order to establish computer systems. It also provides software and hardware solutions to its customers as well as for use in its software development business. INFORMATION ON PEKING FOUNDER GROUP Peking Founder Group is principally engaged in securities trading and brokerage; the information technology industry, including software and system development for the publishing sector and various government bureaus and financial institutions and hardware manufacturing for personal computers, chips, circuit boards and other terminal equipment; and healthcare and pharmaceutical industry, including hospitals, pharmaceuticals, logistics, equipment leasing and hospital management. LISTING RULES IMPLICATIONS REQUIREMENTS Peking Founder is a the controlling shareholder of the Company indirectly holding approximately 30.60% of the issued share capital of the Company as at the date of this announcementCompany, and thus a connected person of the Company for the purposes of under the Listing Rules. Accordingly, the transactions contemplated under both the 2019 Entrusted Loan New Master Agreement and the 2019 Master Purchase Sales Agreement will constitute continuing connected transactions for the Company pursuant to Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios pursuant to (as defined under Rule 14.07 of the Listing Rules Rules) for the transactions contemplated under the 2019 Entrusted Loan New Master Sales Agreement exceed(s) 25exceeds 0.1% and all of the relevant percentage ratios are less than 5%, the transactions contemplated under the 2019 Entrusted Loan New Master Sales Agreement are subject to the reporting, annual review, review and announcement and requirements but are exempt from the independent shareholders’ approval requirements requirement under Chapter 14A of the Listing Rules. FurtherAs Xx. Xxxxxx Xxxxx Xxxx is a director of Peking Founder and therefore is deemed to have a material interest in the New Master Sales Agreement, Xx. Xxxxxx Xxxxx Xxxx has abstained from voting on the provision relevant Board resolution approving the transactions contemplated under the New Master Sales Agreement. Save for the above, to the best knowledge, information and belief of the entrusted loans under the 2019 Entrusted Loan Master Agreement will also constitute (i) advance to an entity under Rule 13.13 of the Listing RulesDirectors after having made all reasonable enquiries, and (ii) financial assistance provided by the Company not no other Director has material interest in the ordinary New Master Sales Agreement and usual course of business and a major transaction under Chapter 14 of will be required to abstain from voting on the Listing Rules. On relevant resolution to approve the other hand, since one or more of New Master Sales Agreement at the applicable percentage ratios pursuant to RuleBoard meeting.

Appears in 1 contract

Samples: Master Sales Agreement

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INFORMATION OF THE GROUP. The Group is principally engaged in software development and provision of systems integration services relating to the media and non-media industries including financial institutions, enterprises and government departments. The Group purchases information hardware products for its customers in order to establish computer systems. It also provides software and hardware solutions to its customers as well as for use in its software development business. INFORMATION ON PEKING FOUNDER GROUP Peking Founder Group is principally engaged in securities trading and brokerage; the information technology industry, including software and system development for the publishing sector and various government bureaus and financial institutions and hardware manufacturing for personal computers, chips, circuit boards and other terminal equipment; and healthcare and pharmaceutical industry, including hospitals, pharmaceuticals, logistics, equipment leasing and hospital management. LISTING RULES IMPLICATIONS Peking Founder is a the controlling shareholder of the Company indirectly holding approximately 30.60% of the issued share capital of the Company as at the date of this announcementCompany, and thus a connected person of the Company for the purposes of the Listing Rules. Accordingly, the transactions contemplated under both the 2019 Entrusted Loan New Master Agreement and the 2019 Master Purchase Sales Agreement will constitute continuing connected transactions for the Company pursuant to Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios pursuant to Rule 14.07 of the Listing Rules for is more than 5%, the entering into of the New Master Sales Agreement and the transactions contemplated thereunder by the Company constitute non-exempt continuing connected transactions for the Company under the 2019 Entrusted Loan Master Agreement exceed(s) 25%, the transactions contemplated under the 2019 Entrusted Loan Master Agreement Listing Rules and are subject to the reporting, annual review, reporting and announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. FurtherIn addition, both the provision of New Master Sales Agreement and its proposed annual caps are subject to the entrusted loans under the 2019 Entrusted Loan Master Agreement will also constitute (i) advance to an entity under Rule 13.13 of the Listing Rules, and (ii) financial assistance provided approval by the Company not in the ordinary and usual course of business and a major transaction Independent Shareholders under Chapter 14 of the Listing Rules. On Although the other handMaster Sales Agreement expired on 31 December 2015, since one or more of the applicable percentage ratios no transaction will be undertaken pursuant to Rulethe New Master Sales Agreement unless and until Independent Shareholders’ approval will have been obtained at the SGM.

Appears in 1 contract

Samples: Master Sales Agreement

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