Common use of INFORMATION OF THE PARTIES Clause in Contracts

INFORMATION OF THE PARTIES. Xxxxx Xxxxxx Xxxxx Xxxxxx is principally engaged in the production of dehaired cashmere and cashmere tops. It is located in Qinghe County, Xingtai City, Hebei Province, the PRC which is a region where high quality cashmere is found. So far as the Directors are aware, Hebei Yuteng is one of the largest cashmere processing factories in Hebei Province and is also well-known for its use of advanced technology used in its production of high quality cashmere. As informed by Xxxxx Xxxxxx, Xxxxx Xxxxxx is ultimately beneficially owned as to 51% by Mr. Xx Xxxxxx and 49% by Mr. Xx Xxxxxxxx as at the date of this announcement. As at the date of this announcement, (i) Mr. Xx Xxxxxx is a director, the general manager and authorised representative of Nanguan Tech and a director of Moro International; and (ii) Mr. Xx Xxxxxxxx is a director of Nanguan Tech. The Purchasers Nanguan Tech is a joint venture company owned as to 55% and 45% by the Company (through a subsidiary) and Hebei Yuteng respectively as at the date of this announcement. The principal business of Nanguan Tech is the production of cashmere yarn. Each of Huizhou Nanxuan and Huizhou Nanguan is a wholly-owned subsidiary of the Company. The principal business of each of Huizhou Nanxuan and Huizhou Nanguan is the manufacture of knitwear products. REASONS FOR AND BENEFITS OF THE 2022 RAW MATERIALS PURCHASE AGREEMENT AND THE 2022 LEASE AGREEMENT The Group is principally engaged in the manufacture of knitwear products. The Group also produces cashmere yarn for the production of cashmere knitwear. The principal business of Nanguan Tech is the production of cashmere yarn. The entering into of the 2022 Raw Materials Purchase Agreement provides the Purchasers access to a reliable supply of high quality cashmere and other raw materials on favourable terms and allows the Purchasers to better manage quality control and production lead time for the Group’s cashmere knitwear products. As Nanguan Tech has been engaging in the production of cashmere yarn, it needs factory space for the production of cashmere yarn. Having considered the business needs of the Group and the rent and location of the Factory Plant, the Directors consider the Factory Plant is suitable for the production of cashmere yarn by Nanguan Tech and provides sufficient factory space which satisfies the production needs of Nanguan Tech for the following three years. In view of the aforesaid, the Directors (including the independent non-executive Directors) are of the view that the terms of each of the 2022 Raw Materials Purchase Agreement and the 2022 Lease Agreement (including the annual cap under the 2022 Raw Materials Purchase Agreement) are fair and reasonable and the transactions contemplated thereunder are on normal commercial terms or better, in the ordinary and usual course of business of the Group, and are in the interests of the Company and its shareholders as a whole. INTERNAL CONTROL MEASURES The Company has internal control measures to ensure that the transactions contemplated under the 2022 Raw Materials Purchase Agreement and the 2022 Lease Agreement are implemented in accordance with the terms and conditions thereunder. The Group would obtain and compare quotations from independent third parties for similar or comparable cashmere and other raw materials to determine if the prices offered by Hebei Yuteng are in accordance with the terms and conditions of the 2022 Raw Materials Purchase Agreement and are comparable to or not less favourable than the price offered by independent third parties. The senior management of the Group will review the transactions under the 2022 Raw Materials Purchase Agreement from time to time to ensure that the relevant members of the Group have not exceeded the annual cap under the 2022 Raw Materials Purchase Agreement.

INFORMATION OF THE PARTIES. Xxxxx Xxxxxx Xxxxx Xxxxxx is principally engaged in the production of dehaired cashmere and cashmere tops. It is located in Qinghe County, Xingtai City, Hebei Province, the PRC which is a region where high quality cashmere is found. So far as the Directors are aware, Hebei Yuteng is one of the largest cashmere processing factories in Hebei Province and is also well-known for its use of advanced technology used in its production of high quality cashmere. As informed by Xxxxx Xxxxxx, Xxxxx Xxxxxx is ultimately beneficially owned as to 51% by Mr. Xx Xxxxxx and 49% by Mr. Xx Xxxxxxxx as at the date of this announcement. As at the date of this announcement, (i) Mr. Xx Xxxxxx is a director, the general manager and authorised representative of Nanguan Tech and a director of Moro International; and (ii) Mr. Xx Xxxxxxxx is a director of Nanguan Tech. The Purchasers Nanguan Tech is a joint venture company owned as to 55% and 45% by the Company (through a subsidiary) and Hebei Yuteng respectively as at the date of this announcementXxxxx Xxxxxx respectively. The principal business of Nanguan Tech is the production of cashmere yarn. Each of Huizhou Nanxuan and Huizhou Nanguan is a wholly-owned subsidiary of the Company. The principal business of each of Huizhou Nanxuan and Huizhou Nanguan is the manufacture of knitwear products. REASONS FOR AND BENEFITS OF THE 2022 2020 RAW MATERIALS PURCHASE AGREEMENT AND THE 2022 LEASE AGREEMENT The Group is principally engaged in the manufacture of knitwear products, knitted upper for footwear and knitted upper shoes. The Group also produces cashmere yarn for the production of cashmere knitwear. The principal business of Nanguan Tech is the production of cashmere yarn. The entering into of the 2022 2020 Raw Materials Purchase Agreement provides the Purchasers Nanguan Tech access to a reliable supply of high quality cashmere and other raw materials on favourable terms and allows the Purchasers Nanguan Tech to better manage quality control and production lead time for the Group’s cashmere knitwear products. As Nanguan Tech has been engaging in the production of cashmere yarn, it needs factory space for the production of cashmere yarn. Having considered the business needs of the Group and the rent and location of the Factory Plant, the Directors consider the Factory Plant is suitable for the production of cashmere yarn by Nanguan Tech and provides sufficient factory space which satisfies the production needs of Nanguan Tech for the following three years. In view of the aforesaid, the Directors (including the independent non-executive Directors) are of the view that the terms of each the 2020 Raw Materials Purchase Agreement (including the annual cap thereunder) are fair and reasonable, entered into on normal commercial terms or terms not less favorable than those offered by independent third parties, in the ordinary and usual course of business of the 2022 Company, and are in the interests of the Company and its shareholders as a whole. LISTING RULES IMPLICATIONS Nanguan Tech is a non-wholly owned subsidiary of the Company and Hebei Yuteng, a substantial shareholder of Nanguan Tech, is a connected person of the Company at the subsidiary level under the Listing Rules and the transactions contemplated under the 2020 Raw Materials Purchase Agreement constitute a continuing connected transaction of the Company under the Listing Rules that is exempt from the circular, independent financial advice and shareholders’ approval requirements under Rule 14A.101 of the Listing Rules. The Board has approved the 2020 Raw Materials Purchase Agreement and none of the Directors had a material interest in the transactions contemplated under the 2020 Raw Materials Purchase Agreement (including the annual cap thereunder) or was required to abstain from voting on the relevant board resolutions. Given that the Board has approved the 2020 Raw Materials Purchase Agreement and the 2022 Lease Agreement (including independent non-executive Directors have confirmed that the annual cap under terms of the 2022 2020 Raw Materials Purchase Agreement) Agreement are fair and reasonable and the transactions contemplated thereunder are on normal commercial terms or better, in the ordinary and usual course of business of the Group, Group and are in the interests of the Company and its shareholders as a whole. INTERNAL CONTROL MEASURES The Company has internal control measures to ensure that , the transactions contemplated under the 2022 2020 Raw Materials Purchase Agreement are exempt from the circular, independent financial advice and the 2022 Lease Agreement are implemented in accordance with the terms and conditions thereunder. The Group would obtain and compare quotations from independent third parties for similar or comparable cashmere and other raw materials to determine if the prices offered by Hebei Yuteng are in accordance with the terms and conditions shareholders’ approval requirements under Rule 14A.101 of the 2022 Raw Materials Purchase Agreement and are comparable to or not less favourable than the price offered by independent third parties. The senior management of the Group will review the transactions under the 2022 Raw Materials Purchase Agreement from time to time to ensure that the relevant members of the Group have not exceeded the annual cap under the 2022 Raw Materials Purchase AgreementListing Rules.

INFORMATION OF THE PARTIES. Xxxxx Xxxxxx Xxxxx Xxxxxx is principally engaged in the production of dehaired cashmere and cashmere tops. It is located in Qinghe County, Xingtai City, Hebei Province, the PRC which is a region where high quality cashmere is found. So far as the Directors are aware, Hebei Yuteng is one of the largest cashmere processing factories in Hebei Province and is also well-known for its use of advanced technology used in its production of high quality cashmere. As informed by Xxxxx Xxxxxx, Xxxxx Xxxxxx is ultimately beneficially owned as to approximately 51% by Mr. Xx Xxxxxx and approximately 49% by Mr. Xx Xxxxxxxx as at the date of this announcement. As at the date of this announcement, (i) Mr. Xx Xxxxxx is a director, the general manager and authorised representative of Nanguan Tech and a director of Moro International; and (ii) Mr. Xx Xxxxxxxx is a director of Nanguan Tech. The Purchasers Nanguan Tech is a joint venture company owned as to 55% and 45% by the Company (through a subsidiary) and Hebei Yuteng respectively as at the date of this announcement. The principal business of Nanguan Tech is the production of cashmere yarn. Each of Huizhou Nanxuan and Huizhou Nanguan is a wholly-owned subsidiary of the Company. The principal business of each of Huizhou Nanxuan and Huizhou Nanguan is the manufacture of knitwear products. Moro International is a non-wholly owned subsidiary of the Company. The principal business of Moro International is the trading of cashmere yarn. REASONS FOR AND BENEFITS OF THE 2022 2024 RAW MATERIALS PURCHASE AGREEMENT AND THE 2022 LEASE AGREEMENT The Group is principally engaged in the manufacture of knitwear products. The Group also produces cashmere yarn for the production of cashmere knitwear. The principal business of Nanguan Tech is the production of cashmere yarn. The entering into of the 2022 2024 Raw Materials Purchase Agreement provides the Purchasers access to a reliable supply of high quality cashmere and other raw materials on favourable terms and allows the Purchasers to better manage quality control and production lead time for the Group’s cashmere knitwear products. As Nanguan Tech has been engaging in the production of cashmere yarn, it needs factory space for the production of cashmere yarn. Having considered the business needs of the Group and the rent and location of the Factory Plant, the Directors consider the Factory Plant is suitable for the production of cashmere yarn by Nanguan Tech and provides sufficient factory space which satisfies the production needs of Nanguan Tech for the following three years. In view of the aforesaid, the Directors (including the independent non-executive Directors) are of the view that the terms of each of the 2022 2024 Raw Materials Purchase Agreement and the 2022 Lease Agreement (including the annual cap under the 2022 2024 Raw Materials Purchase Agreement) are fair and reasonable and the transactions contemplated thereunder are on normal commercial terms or better, in the ordinary and usual course of business of the Group, and are in the interests of the Company and its shareholders as a whole. INTERNAL CONTROL MEASURES The Company has internal control measures to ensure that the transactions contemplated under the 2022 2024 Raw Materials Purchase Agreement and the 2022 Lease Agreement are implemented in accordance with the terms and conditions thereunder. The Group would obtain and compare quotations from independent third parties for similar or comparable cashmere and other raw materials to determine if the prices offered by Hebei Yuteng are in accordance with the terms and conditions of the 2022 2024 Raw Materials Purchase Agreement and are comparable to or not less favourable than the price offered by independent third parties. The senior management of the Group will review the transactions under the 2022 2024 Raw Materials Purchase Agreement from time to time to ensure that the relevant members of the Group have would not exceeded exceed the annual cap under the 2022 2024 Raw Materials Purchase Agreement.

INFORMATION OF THE PARTIES. Xxxxx Xxxxxx Xxxxx Xxxxxx is principally engaged in the production of dehaired cashmere and cashmere tops. It is located in Qinghe County, Xingtai City, Hebei Province, the PRC which is a region where high quality cashmere is found. So far as the Directors are aware, Hebei Yuteng is one of the largest cashmere processing factories in Hebei Province and is also well-known for its use of advanced technology used in its production of high quality cashmere. As informed by Xxxxx Xxxxxx, Xxxxx Xxxxxx is ultimately beneficially owned as to 51% by Mr. Xx Xxxxxx and 49% by Mr. Xx Xxxxxxxx as at the date of this announcement. As at the date of this announcement, (i) Mr. Xx Xxxxxx is a director, the general manager and authorised representative of Nanguan Tech and a director of Moro International; and (ii) Mr. Xx Xxxxxxxx is a director of Nanguan Tech. The Purchasers Nanguan Tech is a joint venture company owned as to 55% and 45% by the Company (through a subsidiary) and Hebei Yuteng respectively as at the date of this announcement. The principal business of Nanguan Tech is the production of cashmere yarn. Each of Huizhou Nanxuan and Huizhou Nanguan is a wholly-owned subsidiary of the Company. The principal business of each of Huizhou Nanxuan and Huizhou Nanguan is the manufacture of knitwear products. REASONS FOR AND BENEFITS OF THE 2022 2023 RAW MATERIALS PURCHASE AGREEMENT AND THE 2022 LEASE AGREEMENT The Group is principally engaged in the manufacture of knitwear products. The Group also produces cashmere yarn for the production of cashmere knitwear. The principal business of Nanguan Tech is the production of cashmere yarn. The entering into of the 2022 2023 Raw Materials Purchase Agreement provides the Purchasers access to a reliable supply of high quality cashmere and other raw materials on favourable terms and allows the Purchasers to better manage quality control and production lead time for the Group’s cashmere knitwear products. As Nanguan Tech has been engaging in the production of cashmere yarn, it needs factory space for the production of cashmere yarn. Having considered the business needs of the Group and the rent and location of the Factory Plant, the Directors consider the Factory Plant is suitable for the production of cashmere yarn by Nanguan Tech and provides sufficient factory space which satisfies the production needs of Nanguan Tech for the following three years. In view of the aforesaid, the Directors (including the independent non-executive Directors) are of the view that the terms of each of the 2022 2023 Raw Materials Purchase Agreement and the 2022 Lease Agreement (including the annual cap under the 2022 2023 Raw Materials Purchase Agreement) are fair and reasonable and the transactions contemplated thereunder are on normal commercial terms or better, in the ordinary and usual course of business of the Group, and are in the interests of the Company and its shareholders as a whole. INTERNAL CONTROL MEASURES The Company has internal control measures to ensure that the transactions contemplated under the 2022 2023 Raw Materials Purchase Agreement and the 2022 Lease Agreement are implemented in accordance with the terms and conditions thereunder. The Group would obtain and compare quotations from independent third parties for similar or comparable cashmere and other raw materials to determine if the prices offered by Hebei Yuteng are in accordance with the terms and conditions of the 2022 2023 Raw Materials Purchase Agreement and are comparable to or not less favourable than the price offered by independent third parties. The senior management of the Group will review the transactions under the 2022 2023 Raw Materials Purchase Agreement from time to time to ensure that the relevant members of the Group have would not exceeded exceed the annual cap under the 2022 2023 Raw Materials Purchase Agreement.