Common use of LISTING RULES IMPLICATIONS Clause in Contracts

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% of the issued Shares and is accordingly a controlling shareholder and a connected person of the Company. Therefore, the transactions contemplated under the Cooperation Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%, the transactions contemplated under the Cooperation Framework Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.

LISTING RULES IMPLICATIONS. As at AGH is the date ultimate sole shareholder of this announcementAli CV, Capital Eco Group which is deemed to have interest in approximately 45.11% of the issued Shares and is accordingly a controlling substantial shareholder and a connected person of the Company holding approximately 50.65% of the issued share capital of the Company as at the date of this announcement. Accordingly, AGH is an associate of Xxx CV and hence a connected person of the Company. Therefore, The entering into of the Talent Agency Cooperation Framework Agreement and the transactions contemplated under the Cooperation Framework Agreement thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of transactions contemplated (i) the highest annual cap of the Engagement Fees or (ii) the highest annual cap of the Agency Service Fees under the Talent Agency Cooperation Framework Agreement exceeds are more than 0.1% but all are below less than 5%, the transactions contemplated under entering into of the Talent Agency Cooperation Framework Agreement and the transactions contemplated thereunder are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more As each of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%Mr. Xxx Xxxxxx, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xxxx Xxx, Ms. Xxxxx Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx XxxxxxxXxxxx Xxxx is an employee of AGH or its subsidiaries, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore he/she is deemed or may be perceived to have a material interest in the Talent Agency Cooperation Framework Agreement and Agreement, the Capital Increase Agreement relevant annual caps and the transactions contemplated thereunder. ThusAs such, Mr. Xxx Xxxxxx, Xx. Xxxx Xxx, Ms. Xxxxx Xx Xxxxxx and Xx. Xxx Chunmei Xxxxx Xxxx have abstained from voting on the relevant resolutions at resolution(s) of the Board meetingBoard. Save as disclosed aboveaforesaid, none of the other Directors of the Company have any has a material interest in the Talent Agency Cooperation Framework Agreement and Agreement, the Capital Increase Agreement relevant annual caps and the transactions contemplated thereunderthereunder which requires any of them to abstain from voting on the Board resolution(s) in relation thereto.

LISTING RULES IMPLICATIONS. As at explained in the date sub-section headed “Principal terms of this announcementthe 2020 Wanshan AM Fee Agreements – Parties” above, Capital Eco HT Shipping and Marine Tourism Company are members of the Group and Wanshan Port Company is deemed to have interest a company in approximately 45.11which ZJ Holdings (a substantial shareholder of the Company) is interested in 50% of the issued Shares and its equity interest, hence Wanshan Port Company is accordingly a controlling shareholder an associate of ZJ Holdings and a connected person of the Company. Therefore, the transactions contemplated under the Cooperation Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more The transactions as contemplated by the 2020 Wanshan AM Fee Agreements thus constitute CCTs for the Company under Chapter 14A of the Listing Rules. As the relevant applicable percentage ratios (as prescribed under Chapter 14 of the Listing Rules) for the expected annual cap in respect of the transactions contemplated under the Cooperation Framework Agreement exceeds 2020 Wanshan AM Fee Agreements for FY2020 are more than 0.1% but all are below and less than 5%, the transactions contemplated thereunder shall constitute non-exempt CCTs under Rule 14A.76(2) of the Cooperation Framework Agreement Listing Rules and are subject to the reporting, announcement and annual review and disclosure requirements but exempt from the circular and independent shareholdersShareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal requirement under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx XxxxxxXxxxx Xxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. ThusXxx, Xx. Xx Xxxxxx (all being executive Directors) and Xx. Xxx Chunmei have Xxxxxxxx (being a non-executive Director) are also directors of ZJ Holdings, and Xx. Xx Xxxxxx (being an executive Director) is the deputy general manager of ZJ Holdings, they abstained from voting on the relevant board resolutions at approving the Board meeting2020 Wanshan AM Fee Agreements and the transactions contemplated thereunder. Save as disclosed above, none of the other Directors of the Company have any has a material interest in the Cooperation Framework Agreement and 2020 Wanshan AM Fee Agreements nor has any of them is required to abstain or abstained from voting in respect of the Capital Increase Agreement and the transactions contemplated thereunderrelevant board resolutions.

LISTING RULES IMPLICATIONS. As at Huikang Industrial is indirectly wholly-owned by the date of this announcement, Capital Eco Group Founders and thus is deemed to have interest in approximately 45.11% of the issued Shares and is accordingly a controlling shareholder and a connected person of the Company. Therefore, the transactions contemplated under the Cooperation Framework October 2020 Office Building Lease Agreement constitute continuing connected transactions of the Company under Company. Pursuant to Chapter 14A of the Listing Rules, as the transactions contemplated under the October 2020 Office Building Lease Agreement and 2020 Non-continuing Lease Transactions (collectively, the ‘‘October 2020 Non-continuing Lease Transactions’’) are of similar nature, the October 2020 Non-continuing Lease Transactions will be aggregated and treated as if they were one transaction. Since On an aggregated basis, one or more of the applicable percentage ratios in respect of transactions contemplated under respective estimated value of right-of-use assets of the Cooperation Framework Agreement October 2020 Non-continuing Lease Transactions exceeds 0.1% but all the applicable percentage ratios are below less than 5%. As such, the transactions contemplated under the Cooperation Framework Agreement October 2020 Non-continuing Lease Transactions are subject to the reporting, reporting and announcement and annual review requirements but are exempt from the circular (including independent financial advice) and independent shareholdersShareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since As Huizhan Technology is indirectly controlled by the Founders and thus is a connected person of the Company, the transactions contemplated under the 2020 Concession Agreements constitute connected transactions of the Company. Pursuant to Chapter 14A of the Listing Rules, one or more of the applicable percentage ratios in respect of transaction(sthe annual caps (as defined in the Listing Rules) of the transactions contemplated under the Capital Increase Agreement 2020 Concession Agreements exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxxsuch, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx under the 2020 Concession Agreements are subject to the reporting and Xx. Xxx Chunmei have abstained announcement requirements but are exempt from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none circular (including independent financial advice) and Shareholders’ approval requirements under Chapter 14A of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunderListing Rules.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group Xx. Xxxx is deemed to have interest in a substantial and controlling shareholder of the Company holding approximately 45.1130.41% of the entire issued Shares share capital of the Company and is accordingly a controlling shareholder and therefore a connected person of the Company. ThereforeAs Xx. Xxxx is entitled to exercise or control the exercise of 30% or more of the voting power at the general meetings of the Wang Family Companies, such companies are associates of Xx. Xxxx and thus connected persons of the Company. The transactions as contemplated under each of the Cooperation Framework Agreement constitute New Master Agreements therefore constitutes a continuing connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Since one or more In view of (i) Xx. Xxxx owns the shares of the Wang Family Group, is deemed to have interest in the Wang Family Companies; (ii) Xx. Xxxx Xxxxxxx (non-executive director of the Company) as Xx. Xxxx'x son; and (iii) Xx. Xxxx, Xx. Xxxx Xxxxxxx, Xx. Xxxxxx Xxx Xxxx (vice chairman of the Company) and Xx. Xxx Xxxxxxxxx (non-executive director of the Company) act as directors and/or senior management positions in certain subsidiaries of the Wang Family Companies, they are deemed to have a material interest in the New Master Agreements and the transactions contemplated thereunder. As such, they have not voted on the resolutions approving the New Master Agreements and the transactions contemplated thereunder. Except as disclosed above, no other Directors have material interests in the New Master Agreements and the transactions contemplated thereunder. As the applicable percentage ratios calculated under Rule 14.07 of the Listing Rules in respect of the annual caps for the continuing connected transactions contemplated under each of the Cooperation Framework Agreement exceeds New Master Agreements are more than 0.1% but all are below less than 5%% on an annual basis, the such continuing connected transactions contemplated under the Cooperation Framework Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal requirement under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.

LISTING RULES IMPLICATIONS. As at Xx. Xx, who is a Director of the date of this announcementCompany, Capital Eco Group through a company controlled by him, is deemed to have interest interested in approximately 45.1165% of the issued Shares shareholding interests in a target company, whereas such company indirectly holds (i) the entire shareholding interest in China Pacific; and is accordingly a controlling shareholder and a connected person (ii) 68% of shareholding interest in San Tai. As such, Xx. Xx can exercise more than 50% of the Companyvoting power at the general meetings of China Pacific and San Tai (through his indirect shareholding in China Pacific). ThereforeAs such, San Tai and China Pacific are connected persons of the transactions contemplated under Company within the Cooperation Framework Agreement meaning of the Listing Rules and the Transactions constitute continuing connected transactions of the Company under Chapter 14A Company. Following the entering into of the Services Agreement and the Tenancy Agreements, there is an update on the annual cap for the year ending 31 December 2019. Pursuant to Rule 14A.54 of the Listing Rules. Since one or more , the Group is required to re-comply with Rule 14A.53 of the Listing Rules to set the Revised Annual Cap. As the applicable percentage ratios Percentage Ratio(s) for the Company in respect of transactions contemplated the Revised Annual Cap under the Cooperation Framework Agreement exceeds Previous Transactions and the Transactions for the year ending 31 December 2019 exceed 0.1% but all are below less than 5%, the transactions contemplated under the Cooperation Framework Agreement Transactions are only subject to the reporting, announcement and annual review requirements but exempt from the circular and independent the shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of As Xx. Xx is interested in the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios continuing connected transactions in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx XxxxxxTransactions, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have he has abstained from voting on the relevant resolutions at of the Board meetingCompany. Save as disclosed Apart from the above, none of the other Directors of the Company have has any material interest in the Cooperation Framework Agreement Transactions and is required to abstain from voting on the board resolutions approving the Transactions. INFORMATION ABOUT THE COMPANY, SAN PACK, SAN TAI AND CHINA PACIFIC The Company The Company is incorporated in Hong Kong with limited liability and the Capital Increase Agreement shares of which are listed on the Main Board. The principal business activity of the Company is investment holding. The principal business activities of its major subsidiaries are property investment and development, hospitality related activities, elderly care services, the transactions contemplated thereunderprovision of finance and investments in listed and unlisted securities. San Pack San Pack is a company incorporated in Hong Kong with limited liability. The principal business activity of San Pack is property investment. San Tai San Tai is a company incorporated in Hong Kong with limited liability. The principal business activities of San Tai are provision of storage, devanning and freight forwarder services. China Pacific China Pacific is a company incorporated in Hong Kong with limited liability. The principal business activities of China Pacific are trading of confectionary products and investment holding.

LISTING RULES IMPLICATIONS. As Fund LP is interested in 1,530,372,000 Shares (representing approximately 47.18% of the issued share capital of the Company) as at the date of this announcement, Capital Eco Group it is deemed to have interest in approximately 45.11% of the issued Shares and is accordingly therefore a controlling shareholder of the Company. CM Industry is ultimately wholly-owned by CM Group and Fund LP is indirectly controlled by CM Group. Therefore, CM Industry is an associate of CM Group and Fund LP and a connected person of the CompanyCompany under the Listing Rules. ThereforeAs a result, the transactions contemplated under the Cooperation Framework Agreement Transactions constitute continuing connected transactions of for the Company under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of transactions contemplated under each of the Cooperation Framework Agreement exceeds 0.1% but all are below Product Sales (including the Products Annual Caps) and the Structural Parts Procurement (including the Structural Parts Annual Caps) exceed 5%, each of the transactions contemplated under Product Sales (including the Cooperation Framework Agreement are Products Annual Caps) and the Structural Parts Procurement (including the Structural Parts Annual Caps), constitutes a continuing connected transaction for the Company and is subject to the reporting, announcement announcement, independent shareholders’ approval and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) under Chapter 14A of the Listing Rules. As Mr. Xxx Dongyang holds position at the CM Industry Group and Mr. Cong Yongjian holds position at the Fund LP, each of them has abstained from voting on the Board resolutions in relation to the Master Agreement and the Transactions contemplated thereunder. INDEPENDENT FINANCIAL ADVISER The Company will appoint an Independent Financial Adviser to advise the Independent Board Committee and the Independent Shareholders on the Master Agreement and the Transactions contemplated thereunder. INDEPENDENT BOARD COMMITTEE The Independent Board Committee has been established to advise the Independent Shareholders on the terms of the Master Agreement and the Transactions contemplated thereunder. EGM The EGM will be convened for the Independent Shareholders to consider and, if thought fit, approve each of the Product Sales (including the Products Annual Caps) and the Structural Parts Procurement (including the Structural Parts Annual Caps). As at the date of this announcement, Capital Environmental Sanitation CM Industry is an indirect wholly- ultimately wholly-owned subsidiary by CM Group, a controlling shareholder of the Company holding (through Shenzhen Qianhai, a direct wholly-owned subsidiary Prime Force Investment Corporation) 1,530,372,000 Shares (representing approximately 47.18% of the issued share capital of the Company). The Capital Increase constitutes a connected transaction Therefore, Prime Force Investment Corporation will be required to abstain from voting on the resolutions in relation to the Transactions under the Master Agreement at the EGM. Save as aforementioned, to the best of the Company Directors’ knowledge, information and belief, having made all reasonable enquiries, no other Shareholder has a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement Transactions and is therefore required to abstain from voting at the EGM for the relevant resolutions. A circular containing, inter alia, (i) details of the Master Agreement; (ii) a letter of recommendation from the Independent Board Committee; (iii) a letter of advice from the Independent Financial Adviser to the Independent Board Committee and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none Independent Shareholders; (iv) a notice of the EGM; and (v) other Directors of information concerning the Company have any material interest as required under the Listing Rules, is expected to be despatched to the Shareholders on or before 30 November 2020, as more time is needed for the preparation of certain information (including but not limited to financial information) to be included in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereundercircular.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group GCGC is deemed to have interest in the controlling shareholder of the Company as it, directly or indirectly, holds approximately 45.1174.12% of the total issued Shares and is accordingly a controlling shareholder and a connected person share capital of the Company. Gongbei Transportation is a wholly-owned subsidiary of GCGC. Zhuhai Yuegongxinhai is a 30%-controlled company of the Company and is indirectly owned as to 10% by GCGC, thus an associate of GCGC. Therefore, the transactions contemplated under the Cooperation Framework Agreement constitute continuing each of Gongbei Transportation and Zhuhai Yuegongxinhai is a connected transactions person of the Company under Chapter 14A of the Listing Rules. Since one or more of Accordingly, the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Capital Contribution Agreement exceeds 0.1% but all are below 5%, and the transactions contemplated under the Cooperation Framework Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase thereunder constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of As the highest applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement ratio exceeds 0.1% but all are below is less than 5%, the transaction(s) Capital Contribution Agreement and the transactions contemplated under the Capital Increase Agreement thereunder are subject to the reporting, reporting and announcement and annual review requirements but are exempt from the circular and independent shareholdersShareholders’ approval requirements pursuant to Rule 14A.76(2)(a) requirement under Chapter 14A of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 Save as aforesaid, to the best of the Listing Rules as one or more of applicable percentage ratios in respect Directors’ knowledge, information and belief, having made all reasonable enquiries, Zhuhai Public Transportation and Ferry Company and their respective ultimate beneficial owners are third parties independent of the Capital Increase exceed 0.1% but all are less than 5%Company and its connected persons. As Mr. Xx Xxx and Xx. Xx Xxxxxx, the Chairman and an Xxxx Min are both being non-executive Director of the Company, is a director of Capital Eco GroupDirectors, and Xx. Xxx XxxxxxxJunfa is an executive Director. Mr. Xx Xxx serves as the head of strategic development department of GCGC, Xx. Xxxx Min serves as the non-executive Director head of the Company, holds a senior position in Capital Eco Grouplegal affairs department of GCGC and Xx. Xxx Junfa serves as the head of the supervision and audit department of GCGC. Therefore, they are therefore deemed to have material interest interests in the Cooperation Framework Agreement and the Capital Increase Contribution Agreement and the transactions contemplated thereunder. ThusEach of Mr. Xx Xxx, Xx. Xx Xxxxxx Xxxx Min and Xx. Xxx Chunmei have Junfa has abstained from voting on the relevant Board resolutions at approving the Board meetingCapital Contribution Agreement and the transactions contemplated thereunder. Save as disclosed above, none of the other Directors of the Company have any has material interest in the Cooperation Framework Capital Contribution Agreement and the transactions contemplated thereunder and none of them was required to abstain from voting on, the Board resolutions approving the Capital Increase Contribution Agreement and the transactions contemplated thereunder.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% of the issued Shares and is accordingly a controlling shareholder and a connected person of the Company. Therefore, the transactions contemplated under the Cooperation Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework annual caps for the Licensing Agreement exceeds and the Supply Agreement, upon aggregation with the Existing Licensing Agreement and the Existing Supply Agreement for the year ending 31 December 2018, and upon aggregation with each other for the years ending 31 December 2019 and 2020, are more than 0.1% but all are below less than 5%, each of the transactions contemplated under Licensing Agreement and the Cooperation Framework Supply Agreement are is subject to the reporting, announcement and annual review and announcement requirements but exempt from the circular and independent shareholdersShareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal requirement under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios in respect of transaction(s) contemplated the transaction amounts under the Capital Increase Existing Licensing Agreement exceeds and the Existing Supply Agreement for the periods from 17 October 2016 to 31 December 2016, from 1 January 2017 to 31 December 2017, and from 1 January 2018 to 31 March 2018, upon aggregation, are more than 0.1% but all are below less than 5%, each of the transaction(s) contemplated under Existing Licensing Agreement and the Capital Increase Existing Supply Agreement are would be subject to the reporting, announcement and annual review and announcement requirements but exempt from the circular and independent shareholdersShareholders’ approval requirements pursuant to Rule 14A.76(2)(a) requirement under Chapter 14A of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Company will comply with the annual review and reporting requirements in accordance with Chapter 14 14A of the Listing Rules as one or more where appropriate. In view of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx XxxxxxXxxxxxx’s interest in TVBC, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xx Xxxxxxx, the non-vice chairman and a non- executive Director of the CompanyDirector, holds is considered as having a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Licensing Agreement and the Capital Increase Supply Agreement and therefore has abstained from voting on the resolutions of the Board passed in connection with those agreements and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save Saved as disclosed above, none of the other Directors of the Company have has any material interest in the Cooperation Framework Licensing Agreement and the Capital Increase Supply Agreement and no Director (other than Xx. Xx Xxxxxxx) was required to abstain from voting on the resolutions of the Board passed in connection with those agreements and the transactions contemplated thereunder.. Other than Xx. Xx Xxxxxxx’s indirect interest in TVB (Overseas) via his control over more than 10% of the voting shares in TVBC, none of the Directors has a material interest in the transactions contemplated in the Existing Licensing Agreement and the Existing Supply Agreement nor any of them was required to abstain from voting on the resolutions of the Board passed in connection with those agreements and the transactions contemplated thereunder. Xx. Xx Xxxxxxx did not vote on the resolutions of the Board passed in connection with those agreements given that he was not a Director of the Company when the Group entered into those agreements in 2015. TERMS USED IN THIS ANNOUNCEMENT Unless the context otherwise requires, capitalised terms used in this announcement shall have the following meanings: “associate(s)” has the same meaning ascribed to it under the Listing Rules

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group SHK Real Estate is deemed to have interest a wholly-owned subsidiary of SHKP, which in approximately 45.11% turn is the controlling Shareholder. Accordingly, SHK Real Estate is an associate of the issued Shares and is accordingly a controlling shareholder SHKP and a connected person of the Company. Therefore, the transactions contemplated Company under the Cooperation Framework Listing Rules. The entering into of the Project Management Agreement constitute continuing therefore constitutes a connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Since As the consideration payable by iAdvantage under the Project Management Agreement exceeds HK$3,000,000 and one or more of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%, for the transactions contemplated under the Cooperation Framework Project Management Agreement calculated pursuant to Rule 14.07 of the Listing Rules is more than 0.1% but less than 5%, the Project Management Agreement and the transactions contemplated thereunder are subject to the reporting, reporting and announcement and annual review requirements but are exempt from the circular (including independent financial advice) and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more As Messrs. XXXX Xxxx-luen, Raymond, XXXX Xxx-xxx, Xxxxx, XXXX Xxx-xx, Xxxx and XXXX Xxx-wang, Xxxxxxxxxxx are directors of both the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement Company and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco GroupSHKP, they are therefore deemed to have material interest regarded as materially interested in the Cooperation Framework Project Management Agreement and the Capital Increase transactions contemplated thereunder, and they had therefore abstained from voting on the board resolutions of the Company to approve the Project Management Agreement and the transactions contemplated thereunder. Thus, As Xx. Xx Xxxxxx and Xx. Xxx Chunmei have XXXXXX Wing-yui is a consultant of the solicitors firm which has provided professional services to the Company in relation to the Project Management Agreement, he had also abstained from voting on the relevant board resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest to approve the Project Management Agreement to avoid potential conflicts of interests. Likewise, as Messrs. Xxxxx Xxxxxx XXXXXX and XXXX Hong-ki, Xxxxxx xxxx certain posts in relevant subsidiaries of SHKP, they had also abstained from voting on the Cooperation Framework board resolutions of the Company to approve the Project Management Agreement and the Capital Increase Agreement and the transactions contemplated thereunderto avoid potential conflicts of interests.

LISTING RULES IMPLICATIONS. As at GZ Securities is a subsidiary of GZ YX, which is the date ultimate controlling shareholder of this announcement, Capital Eco Group is deemed to have the Company. GZ Securities holds a 67% equity interest in approximately 45.11% GuangZheng Hang Seng. Therefore, each of the issued Shares GZ Securities and XxxxxXxxxx Xxxx Xxxx is accordingly a controlling shareholder and a connected person of the CompanyCompany under the Listing Rules. ThereforeAs such, the transactions contemplated under the Cooperation Framework GZ Securities Property Leasing Agreement (II) (which shall be read to include a reference to the Supplemental Agreement) constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of As set out in the CCT Announcement, since the highest applicable percentage ratios in respect of ratio for the annual cap for the transactions contemplated under the Cooperation Framework Agreement exceeds Agreements is more than 0.1% but all are below less than 5%, the continuing connected transactions contemplated under the Cooperation Framework Agreement Agreements are only subject to the reporting, announcement and annual review and announcement requirements but exempt under Chapter 14A of the Listing Rules and are exempted from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(arequirement. The Board (including the independent non-executive Directors) considers that the terms of the Listing RulesGZ Securities Property Leasing Agreement (II) (which shall be read to include a reference to the Supplemental Agreement) (including the annual caps) are fair and reasonable, on normal commercial terms and in the interests of the Company and its shareholders as a whole. No Director has a material interest in the transactions under the GZ Securities Property Leasing Agreement (II) (which shall be read to include a reference to the Supplemental Agreement). By Order of the Board Yuexiu Property Company Limited Yu Tat Xxxx Company Secretary Hong Kong, 1 June 2012 As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen QianhaiBoard comprises: Executive Directors: XX Xxxxxxx (Chairman), a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company XXXXX Xxxxxxxx, XXXXX Xx, XXXX Xxxxxxxx, XXXX Xxxxxxx and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. XXX Xxx Xxxxxxx, the nonXxxx Xxxx Independent Non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.Directors:

LISTING RULES IMPLICATIONS. As Mr Xxx Xxx Xxxxx Xxxxxxx, is a controlling shareholder of both the Company (holding approximately 55.9% of the issued shares of the Company through his wholly-owned company, Gold Best Holdings Ltd., as at the date of this announcement) and LMC (through his 55.0% controlling interest in Fortune Star Tradings Ltd., which, as at the date of this announcement, Capital Eco Group is deemed to have interest interested in approximately 45.1175.0% of the issued Shares shares in LMC). As the PRC JV is indirectly owned by the Company and LMC in equal shares, the PRC JV is accordingly a controlling shareholder and a connected person of the Company. Therefore, Company under the Listing Rules and the transactions contemplated under the Cooperation Framework Loan Agreement constitute continuing a connected transactions of the Company under transaction subject to Chapter 14A of the Listing Rules. Since one or more of As the applicable percentage ratios in respect of transactions contemplated (as defined under the Cooperation Framework Agreement exceeds Listing Rules) are more than 0.1% but all are below less than 5%, the transactions transaction contemplated under the Cooperation Framework Agreement are is subject to the reportingreporting and announcement requirements, announcement and annual review requirements but exempt is exempted from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more Xx Xxx Man Xxxx Xxxxxxx and Xx Xxx Xxx Xxx, executive Directors who are associates of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Mr Xxx Xxx Xxxxx Xxxxxxx, have abstained from voting on the non-executive Director of relevant board resolution approving the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Loan Agreement and the transactions contemplated thereunder. ThusSave as aforesaid, Xxno Director has any material interest in the Loan Agreement and the transactions contemplated thereunder. However, Xx Xxxxxx Xx Xxxx Xxx Xxxx, an executive Director of the Company and Xx. son-in-law of Mr Xxx Chunmei have Xxx Xxxxx Xxxxxxx, has voluntarily abstained from voting on the relevant resolutions at board resolution approving the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Loan Agreement and the transactions contemplated thereunderthereunder to avoid the perception of conflict of interest.

LISTING RULES IMPLICATIONS. The JV Company was recently incorporated with a registered capital of HK$10,000 in June 2023. As at the date of this announcement, Capital Eco Group Dr. Xxxxxx XXX is deemed to have interest in approximately 45.11% one of the issued Shares executive Directors and one of the Controlling Shareholders, he is accordingly a controlling shareholder and a connected person of the CompanyCompany under the Listing Rules. ThereforeAs such, the transactions contemplated under establishment of the Cooperation Framework JV Company and the entering into of the Joint Venture Agreement constitute continuing connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios calculated pursuant to Rule 14.07 of the Listing Rules in respect of transactions contemplated the capital injection committment to be made by the JV Parties in the JV Company under the Cooperation Framework Agreement exceeds Joint Venture Agreement, when aggregated with the initial capital contribution made by the JV Parties for the JV Company’s incorporation, is more than 0.1% but all are below less than 5%, the transactions contemplated under incorporation of the Cooperation Framework JV Company and the entering into of the Joint Venture Agreement are therefore subject to the reportingreporting and announcement requirements, announcement and annual review requirements but are exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute As Dr. Xxxxxx XXX has a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Joint Venture Agreement, therefore he had abstained from the voting on the relevant Board resolutions approving the matters contemplated under the incorporation of the JV Company and the Joint Venture Agreement. Xx. XX Xxxxxxxx, one of the executive Directors and spouse of Dr. Xxxxxx XXX, had also voluntarily abstained from the voting on the relevant Board resolutions approving the same. Save for the above, to the best of knowledge, information and belief of the Directors after having made all reasonable enquiries, no other Director has a material interest in the incorporation of the JV Company and the Joint Venture Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained was required to abstain from voting on the relevant Board resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunderapproving it.

LISTING RULES IMPLICATIONS. As at Xx Xxx is a Director and the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% controlling shareholder of the issued Shares Company, and Union Medical is accordingly a controlling shareholder and company ultimately controlled by the private family trusts of Xx Xxx. Accordingly, Union Medical is a connected person of the Company. Therefore, Company under the Listing Rules and the transactions contemplated under the Cooperation Framework Agreement Tenancy Agreements constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since Xx Xxx and his associates (as defined in the Listing Rules), including Xx Xxx Xx Xxx and Xx Xxx Xx Xxxxx (Xx Xxx’x sons), Madam Xxxx Xxx Xxxx Xxxx (Xx Xxx’x sister) and Xx Xxx Xxx Xxx (Xx Xxx’x brother), are each regarded as having a material interest in the transactions under the Tenancy Agreements by virtue of their deemed interests in companies controlled by such private family trusts of Xx Xxx or being a family member of Xx Xxx and have abstained from voting on the relevant board resolutions of the Company to approve such transactions. Save as disclosed above, none of the Directors has a material interest in such transactions. The entering into of the First Offer to Licence and the First Tenancy Agreement, being the initial standalone tenancy, fell within the de minimis threshold and was then exempt from the reporting, announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. However, the entering into of the other Tenancy Agreements is required to be aggregated with the First Offer to Licence and the First Tenancy Agreement and treated as if they were one transaction pursuant to Chapter 14A of the Listing Rules, as they are entered into between the same parties in relation to the same building within a 12-month period. As one or more of the applicable percentage ratios in respect of the highest annual cap for the transactions contemplated under the Cooperation Framework Agreement exceeds Tenancy Agreements exceed 0.1% but all of them are below less than 5%, the those transactions contemplated under the Cooperation Framework Agreement are subject to the reporting, announcement and annual review requirements but are exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant Pursuant to Rule 14A.76(2)(a) 14A.52 of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 , except in special circumstances where the nature of the Listing Rules as one or more transaction requires the agreement to be of applicable percentage ratios in respect a longer duration, the term of an agreement for continuing connected transactions must not exceed three years. As the term of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxxtenancy for each of the Premises under the Tenancy Agreements exceeds three years, the Chairman Company has appointed the IFA as its independent financial adviser to explain why a period of longer than three years is necessary and an executive Director to confirm if it is normal business practice for tenancy agreements of the Company, is a director this type to be of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereundersuch duration.

LISTING RULES IMPLICATIONS. As at Xx. Xxxxx Xxxxx is the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% managing director of the issued Shares Company and is accordingly a controlling shareholder and a connected person other members of the CompanyXxxxx Family are defined as her associates under the Listing Rules. ThereforeAs such, the transactions contemplated under the Cooperation Framework Xxxxx Financial Services Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of the The applicable percentage ratios in respect of transactions contemplated under calculated with reference to the Cooperation Framework Agreement exceeds 0.1% but all are below 5Xxxxx Proposed Annual Caps exceed 2.5%, and the transactions contemplated under annual amount exceeds HK$10 million. Accordingly, the Cooperation Framework Xxxxx Financial Services Agreement and the Xxxxx Proposed Annual Caps are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholdersIndependent Shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of under the Listing Rules. As at The Company is owned as to approximately 46.20% indirectly by the date Xxxxxx Xxxxx Discretionary Trust, a discretionary trust of this announcementwhich Xx. Xxxxx Xxx Xxxxx, Capital Environmental Sanitation Xxxxxx is an indirect wholly- owned subsidiary a founder. Xx. Xxxxx is a member of the Company holding through Shenzhen Qianhai, Xxxxx Family and he is deemed to be a direct wholly-owned subsidiary controlling shareholder of the Company. The Capital Increase constitutes Xx. Xxxxx is also deemed as a controlling shareholder of EIHL. As such, the Emperor Group is defined as connected transaction of the Company and a deemed disposal person under Chapter 14A of the Listing Rules. Since one or more of the EIHL is an investment holding company and its subsidiaries are principally engaged in property investment and development as well as hotel operation. The applicable percentage ratios in respect of transaction(s) contemplated under calculated with reference to the Capital Increase Agreement exceeds 0.1% but all are below 5Emperor Group Proposed Annual Caps exceed 2.5%, and the transaction(s) contemplated under annual amount exceeds HK$10 million. Accordingly, the Capital Increase Emperor Group Financial Services Agreement and the Emperor Group Proposed Annual Caps are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholdersIndependent Shareholders’ approval requirements pursuant under the Listing Rules. A circular containing, amongst others, the details of the Xxxxx Financial Services Agreement, the Emperor Proposed Group Financial Services Agreement, the Xxxxx Proposed Annual Caps and the Emperor Group Annual Caps, a letter of advice from the independent financial adviser, a letter of recommendation from the Independent Board Committee, together with a notice convening the SGM will be dispatched to Rule 14A.76(2)(a) the Shareholders as soon as practicable in accordance with the requirements of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% Each of the issued Shares Landlords is an associate of Xx. Xxxx (the chairman, chief executive officer, an executive Director and is accordingly a the ultimate controlling shareholder of the Company) and hence a connected person of the Company. ThereforeCompany within the meaning of the Listing Rules, and the lease transactions contemplated under the Cooperation Framework Agreement Renewed Property Lease Agreements constitute continuing connected transactions of the Company Company. According to HKFRS 16 “Leases”, the Group, as the lessees, is required to recognise the leases as right-of-use assets and lease liabilities in the consolidated balance sheet of the Group. As such, entering into the Renewed Property Lease Agreements and the transactions contemplated thereunder would be regarded as acquisitions of assets by the Group under the Listing Rules. The aggregate value of the right-of-use assets to be recognised by the Group under the Renewed Property Lease Agreements is estimated to be approximately RMB138,010,213, which is unaudited and may be subject to adjustment in the future. As the highest of the applicable percentage ratios in respect of the estimated aggregate value of the right-of-use assets to be recognised by the Group under the Renewed Property Lease Agreements is more than 0.1% but less than 5%, the lease transactions contemplated under the Renewed Property Lease Agreements are subject to the reporting and announcement requirements but are exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. Since one or more Pursuant to the relevant requirements under the Listing Rules and the articles of association of the applicable percentage ratios Company, Xx. Xxxx, Xx. Xxxx Xxxx-Xxxxx, Xx. Xxxx Xxxx-Xxxx, Xx. Xxxxx Xxxx-Xxxx, Xx. Xxx Xxx-Xxx, Xx. Xxxx Xxxx- Xxx, Mr. Xxxx Xxxxx and Xx. Xxxxx Xxx-Xxxxx are considered to have an interest in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%, the transactions contemplated under the Cooperation Framework Agreement are subject to Renewed Property Lease Agreements. For this reason, each of them did not attend the reportingrelevant Board meeting and accordingly did not vote on the Board resolutions approving the transactions. Furthermore, announcement and annual review requirements but exempt from Xx. Xxxxx Xxxx-Xxx declared his interests in the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Renewed Property Lease Agreement exceeds 0.1% but all are below (F) at the aforesaid Board meeting, due to his capacity as an independent director of Landlord 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt absented himself from the circular Board meeting when related matters were discussed and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunderresolutions.

LISTING RULES IMPLICATIONS. As at Xx. Xxx Xxxxxxxx, a director and a substantial shareholder of the date of this announcementCompany, Capital Eco Group is deemed to have interest indirectly interested in approximately 45.11more than 30% of CHL through a series of corporations. Therefore, CHL is an associate of a substantial shareholder of the issued Shares Company, and is accordingly a controlling shareholder and thus a connected person of the CompanyCompany under Chapter 14A of the Listing Rules. ThereforeFurther, since Zhongcheng Logistics is a wholly-owned subsidiary of CHL, Zhongcheng Logistics is also a connected person of the Company under Chapter 14A of the Listing Rules. Accordingly, the entering into of the New Lease Agreements and the transactions contemplated under the Cooperation Framework Agreement thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of transactions contemplated under the Cooperation Framework Agreement exceeds New Lease Agreements, on the basis of the aggregate of the estimated present value of the right-of-use assets, exceed(s) 0.1% but all of them are below less than 5%, the New Lease Agreements and the transactions contemplated under the Cooperation Framework Agreement thereunder are subject to the reporting, reporting and announcement and annual review requirements but are exempt from the circular (including independent financial advice) and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more Given that each of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%Xx. Xxx Xxxxxxxx, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reportingXx. Xxxxx Xxxxxxx, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing RulesXx. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%Xxxx Xxxxxxx, Mr. Xxx Xxxxxxx, Xx. As Xxxx Xxxxxx, Xx. Xx XxxxxxXxxxxxx and Dr. Xxxxx Xxx, the Chairman and an executive Director of the Companyall being Directors, is indirectly interested in CHL and may be regarded as having a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. ThusNew Lease Agreements, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have each of them had abstained from voting on the relevant board resolutions at of the Board meetingCompany in respect of the New Lease Agreements. Save as disclosed abovein this announcement, none of the other Directors was required to abstain from voting on the board resolutions of the Company have any material interest in respect of the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunderNew Lease Agreements.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% of the issued Shares and is accordingly a controlling shareholder and a connected person of the Company. Therefore, the The transactions contemplated under the Cooperation Finance Leasing Framework Agreement will constitute continuing connected transactions of the Company under Chapter 14A 14 of the Listing Rules. Since As one or more of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) calculated in accordance with the Listing Rules in respect of the transactions contemplated under the Cooperation Finance Leasing Framework Agreement exceeds 0.1exceed 25% but all are below 5less than 100%, the transactions contemplated under thereunder constitute a major transaction for the Cooperation Framework Agreement are Company, subject to the reportingnotification, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) under Chapter 14 of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation Nanshan Group is an indirect wholly- owned subsidiary as to 51% by the village member committee of Nanshan Village and 49% by Mr. Xxxx Xxxxxx. Mr. Xxxx Xxxxxx is the father-in- law of Xx. Xxx Xxxxxxxx, one of the Company holding through Shenzhen QianhaiControlling Shareholders, a direct whollyand his brother is the father-owned subsidiary in-law of Mr. Xxxx Xxxxxxxx, the Chairman of the CompanyGroup and the non-executive Director. The Capital Increase constitutes a For the purpose of the connected transaction rules under the Listing Rules, the Directors considered Nanshan Group to be deemed connected persons under Rule 14A.21 of the Listing Rules. Accordingly, the Finance Leasing Framework Agreement will also constitute continuing connected transactions for the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all Annual Caps are below more than 5%, the transaction(s) transactions contemplated under the Capital Increase Agreement thereunder are subject to the announcement, reporting, announcement and annual review requirements but exempt from the circular and independent shareholdersIndependent Shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) under Chapter 14A of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 In addition, pursuant to Rule 14A.52 of the Listing Rules Rules, as one or more of applicable percentage ratios in respect the term of the Capital Increase Individual Agreement to be entered into pursuant to the Finance Leasing Framework Agreement may exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxxthree (3) years, the Chairman Company has appointed Lego as the Independent Financial Adviser to explain why the Individual Agreement requires a longer period and an executive Director of the Company, to confirm that it is a director normal business practice for agreements of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director this type to be of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereundersuch duration.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group SHK Real Estate is deemed to have interest a wholly-owned subsidiary of SHKP, which in approximately 45.11% turn is the controlling Shareholder. Accordingly, SHK Real Estate is an associate of the issued Shares and is accordingly a controlling shareholder SHKP and a connected person of the Company. Therefore, the transactions contemplated Company under the Cooperation Framework Listing Rules. The entering into of the Project Management Agreement constitute continuing therefore constitutes a connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Since As the consideration payable by iAdvantage under the Project Management Agreement exceeds HK$3,000,000 and one or more of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%, for the transactions contemplated under the Cooperation Framework Project Management Agreement calculated pursuant to Rule 14.07 of the Listing Rules is more than 0.1% but less than 5%, the Project Management Agreement and the transactions contemplated thereunder are subject to the reporting, reporting and announcement and annual review requirements but are exempt from the circular (including independent financial advice) and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%As Messrs. XXXX Xxxx-luen, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, XXXX Xxx-xxx, Xxxxx, XXXX Xxx-xx, Xxxx and XXXX Xxx-wang, Xxxxxxxxxxx are directors of both the non-executive Director of the Company, holds a senior position in Capital Eco GroupCompany and SHKP, they are therefore deemed to have material interest regarded as materially interested in the Cooperation Framework Project Management Agreement and the Capital Increase transactions contemplated thereunder, and they had therefore abstained from voting on the board resolutions of the Company to approve the Project Management Agreement and the transactions contemplated thereunder. Thus, As Xx. Xx Xxxxxx and Xx. Xxx Chunmei have XXXXXX Xxxx-xxx is a consultant of the solicitors firm which has provided professional services to the Company in relation to the Project Management Agreement, he had also abstained from voting on the relevant board resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest to approve the Project Management Agreement to avoid potential conflicts of interests. Likewise, as Messrs. Xxxxx Xxxxxx XXXXXX and XXXX Xxxx-xx, Xxxxxx xxxx certain posts in relevant subsidiaries of SHKP, they had also abstained from voting on the Cooperation Framework board resolutions of the Company to approve the Project Management Agreement and the Capital Increase Agreement and the transactions contemplated thereunderto avoid potential conflicts of interests.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% one or more of the issued Shares and is accordingly a controlling shareholder and a connected person of applicable percentage ratios for the Company. Therefore, the transactions arrangement contemplated under the Cooperation Framework Agreement constitute continuing are more than 25% but all of them are less than 100%, the arrangement contemplated under the Agreement constitutes a major transaction of the Company under Chapter 14 of the Listing Rules. By virtue of Xx. Xxxxx Xxxxx, Xx. Xxxx Xxxxx and Xx. Xxxxxxx Xxxxx’s interests in the Owner, the arrangement contemplated under the Agreement also constitutes a connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%Accordingly, the transactions contemplated under the Cooperation Framework Agreement are subject to the reportingannouncement, announcement and annual review requirements but exempt from the circular reporting and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary each of Golden Toy and Kong Fai holds 172,869,780 Shares and 1,277,168,061 Shares respectively, representing in aggregate approximately 74.5% of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary entire issued share capital of the Company. The Capital Increase constitutes a connected transaction Golden Toy and Kong Fai are wholly-owned by two discretionary trusts of which family members of Xx. Xxxxx Xxx Xxx (Chairman and Managing Director of the Company Company), including Xx. Xxxxx Xxx Xxx, Xx. Xxxxx Pak Xxxx, Xxxx (executive Director), Xx. Xxxxx Xxxxx (executive Director) and a deemed disposal under Chapter 14A of Xx. Xxxx Xxxxx (executive Director) are discretionary objects. Xx. Xxxxx Xxx Xxx, Xx. Xxxxx Xxx Xxxx, Xxxx, Xx. Xxxxx Xxxxx and Xx. Xxxx Xxxxx had abstained from voting at the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios Board meeting in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, resolutions approving the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from The Independent Board Committee comprising all the independent non-executive Directors has been constituted to give a recommendation to the Independent Shareholders as regards the voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Amasse Capital Limited has been appointed by the Company as the Independent Financial Adviser to advise the Independent Board Committee and the Independent Shareholders in this regard. The SGM will be convened for the Independent Shareholders to consider and, if thought fit, approve the Agreement and the transactions contemplated thereunder. Golden Toy, Kong Fai and their associates shall abstain from voting at the SGM on the resolution approving the Agreement and the transactions contemplated thereunder. A circular containing, among other things, details of the Agreement, financial information of the Group, the recommendation of the Independent Board Committee and the advice of the Independent Financial Adviser together with the notice convening the SGM is expected to be despatched to the Shareholders on or before 19 November 2019 as additional time is required for preparing the relevant information to be included in the circular.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% the Company and the counter-parties of the issued Shares 2024 MLAs, namely Emperor W&J, Emperor Capital, Emperor Culture, Xxxxxxx and AY Holdings, are indirectly controlled by the respective private discretionary trusts which were all set up by Xx. Xxxxx, who is accordingly a controlling the deemed substantial shareholder and a connected person of the Company. ThereforeAs such, the transactions contemplated under the Cooperation Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more , each of such counter-parties is a deemed connected person of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%Company and accordingly, the transactions contemplated under the Cooperation Framework Agreement 2024 MLAs constitute continuing connected transactions of the Company. Xx. Xxx Xxx Man, Xxxxx, the Chairperson of the Board and a non-executive Director, and Xx. Xxxxx Xxxxx Xxxxx, Xxxxxxxxx, the Vice Chairman of the Board and an executive Director, did abstain from voting on the relevant Board resolutions of the Company in view of their deemed interests in the transactions by virtue of being an associate of the eligible beneficiaries of the aforesaid private discretionary trusts and being one of the eligible beneficiaries of those trusts respectively. Xx. Xxxx Xxx Xxx, Ms. Fan Man Xxxxx, Xxxxxxx and Xx. Xxxxxx Xxxx Xxxxx, being the executive Directors, did abstain from voting on the relevant Board resolutions of the Company as they also take up a management role in the relevant counter-parties of the 2024 MLAs. Save for the aforesaid, no other Director has a material interest or conflict of role in the transactions and has abstained from voting. As the applicable percentage ratios (as defined in the Listing Rules) calculated with reference to the Aggregate Tenancy Annual Caps are more than 5% and exceed HK$10,000,000, the Aggregate Tenancy Annual Caps are subject to the announcement, reporting, announcement and annual review requirements but exempt from the circular and independent shareholdersIndependent Shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group Xx. Xxxxxx, the controlling Shareholder, executive Director and Chairman of the Company is deemed to have interest interested in 685,485,000 Shares representing approximately 45.1166.07% of the total issued Shares of the Company and is accordingly a controlling shareholder and a connected person of the Company. ThereforeAs Xxxxxxxx XX (also known as Tenant III) and Tenant I are companies beneficially owned by Xx. Xxxxxx and Xxx. Xxxxxx, his spouse, Xxxxxxxx XX and Tenant I are therefore also connected persons of the Company under the Listing Rules. Accordingly, the transactions contemplated under entering into the Cooperation Framework Lease Agreement I, Lease Agreement II and Lease Agreement III constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more As in aggregate, the highest amount of the Annual Caps I and Annual Caps III for the Lease Agreement I and the Lease Agreement III respectively exceeds HK$3,000,000 and the relevant applicable percentage ratios in respect calculated pursuant to Rule 14.07 of transactions contemplated under the Cooperation Framework Agreement Listing Rules exceeds 0.1% but all applicable percentage ratios are below 5%, the transactions contemplated under entering into the Cooperation Framework Lease Agreement I and Lease Agreement III are only subject to the reporting, announcement and annual review requirements but is exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a14A.76(2) of the Listing Rules. As at For the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Lease Agreement II, as the highest amount of Annual Caps II for the Lease Agreement II exceeds 0.15% but all of an applicable percentage ratio under the Listing Rules and the Annual Caps II are below 5%more than HK$10,000,000, the transaction(s) transaction contemplated under the Capital Increase Lease Agreement II (including the Annual Caps II) are subject to the reporting, announcement and annual review approval from Independent Shareholders requirements but exempt from under the circular Listing Rules. Furthermore, as the term of the Lease Agreement I and independent shareholders’ approval requirements the Lease Agreement II exceed 3 years, pursuant to Rule 14A.76(2)(a) 14A.52 of the Listing Rules, the Company will have to engage the Independent Financial Adviser to review the Lease Agreement I and the Lease Agreement II, and confirm that it is in the normal business practice for contracts of this type to be of such duration. An Independent Board Committee has been formed to advise the Independent Shareholders in connection with the terms of the Lease Agreement II (including the Annual Caps II), and Vinco Capital has been appointed as the independent financial adviser to advise the Independent Board Committee and the Independent Shareholders on the same. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of EGM will be convened and held for the Listing Rules as one or more of applicable percentage ratios in respect of Independent Shareholders to consider and, if thought fit, approve the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Lease Agreement and the Capital Increase Agreement II and the transactions contemplated thereunderthereunder (including the Annual Caps II). ThusIn view of the interest of Xx. Xxxxxx and Xxx. Xxxxxx in Xxxxxxxx XX, Xx. Xx Xxxxxx, Xxx. Xxxxxx and their respective associates (including Xx. Xxx Chunmei have abstained Xxxxxx Xxxx Xxxxx, son of Xx. Xxxxxx and Xxx. Xxxxxx) will abstain from voting in relation to the resolution(s) to approve the Lease Agreement II (including the Annual Caps II) at the EGM. A circular containing, amongst other things, further information on the relevant resolutions at the Board meeting. Save as disclosed above, none terms of the Lease Agreement II (including the Annual Caps II), a letter from the Independent Board Committee, an opinion of the Independent Financial Adviser, together with a notice to convene an extraordinary general meeting to approve the Lease Agreement II (including the Annual Caps II), is expected to be issued to the Shareholders as soon as possible and in any event, no later than 14 September 2016. The Lease Agreement I On 25 August 2016 (after trading hours), the Lease Agreement I was entered into between Landlord I and Tenant I and the principal terms of the Lease Agreement I are summarized as follows: Date: 25 August 2016 Parties: Landlord I as landlord Tenant I as tenant Premises: Premises I, being the Retail Shop with number MY-PT2 located on level 2 of Xxx Xxx Xxxx Xxxx (佳華名苑) located in Area N1, Central Zone, Baoan District, Shenzhen, Guangdong Province, the PRC Term: 10 years commencing from 1 September 2016 to 31 August 2026 (both days inclusive) Rent: A initial monthly rent of RMB182,740.80, with a 5% increment on the monthly rent every 3 years Taxes and other Directors charges: The Landlord I shall pay the land usage fee and taxes in relation to the rental of Premises I The Tenant I shall pay fees in association with electricity, water, building management fee and other services consumed in relation to the Premises I Deposit: A rental deposit of RMB365,481.60 payable by the Tenant I to the Landlord I upon hand-over of Premises I Usage: For business purposes Condition: Subject to obtaining opinion from the independent financial adviser to confirm that it is a normal business practice for contracts of this type to be of such duration and is in the interests of the Company have any material interest in and its Shareholders as a whole Annual Caps I For the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.year ending Annual Caps

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group Xxxxxxxx and Lik On are both wholly-owned subsidiaries of SHKP, which in turn is deemed to have interest in approximately 45.11% the controlling Shareholder. Accordingly, Xxxxxxxx and Lik On are associates of the issued Shares SHKP and is accordingly a controlling shareholder and a connected person of the Company. Therefore, the transactions contemplated under the Cooperation Framework Agreement constitute continuing connected transactions persons of the Company under Chapter 14A of the Listing Rules. Since As the Sanfield A&A Works Contract and the Lik On Security System Works Contract are entered into by the Group with parties who are connected with one or more another within a 12-month period and in respect of the same Project, the transactions contemplated under the Sanfield A&A Works Contract and the Lik On Security System Works Contract are aggregated and treated as if they were one transaction pursuant to Rule 14A.81 of the Listing Rules. As all of the applicable percentage ratios in respect of the transactions contemplated under the Cooperation Framework Agreement exceeds Works Contracts as aggregated are more than 0.1% but all are below less than 5%, the transactions contemplated under the Cooperation Framework Agreement Works Contracts as aggregated constitute connected transactions of the Company which are subject to the reporting, reporting and announcement and annual review requirements but exempt from the circular (including independent financial advice) and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%As Messrs. XXXX Xxxx-luen, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, XXXX Xxx-xxx, Xxxxx, XXXX Xxx-xx, Xxxx and XXXX Xxx-wang, Xxxxxxxxxxx are directors of both the non-executive Director of the Company, holds a senior position in Capital Eco GroupCompany and SHKP, they are therefore deemed to have material interest regarded as materially interested in the Cooperation Framework Agreement Works Contracts and the Capital Increase Agreement transactions contemplated thereunder, and they had therefore abstained from voting on the board resolutions of the Company to approve the Works Contracts and the transactions contemplated thereunder. Thus, As Xx. Xx Xxxxxx and Xx. Xxx Chunmei have XXXXXX Xxxx-xxx is a consultant of the solicitors firm which has provided professional services to the Company in relation to the Works Contracts, he had also abstained from voting on the relevant board resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest to approve the Works Contracts to avoid potential conflicts of interests. Likewise, as Messrs. Xxxxx Xxxxxx XXXXXX and XXXX Xxxx-xx, Xxxxxx xxxx certain posts in relevant subsidiaries of SHKP, they had also abstained from voting on the Cooperation Framework Agreement and board resolutions of the Capital Increase Agreement and Company to approve the transactions contemplated thereunderWorks Contracts to avoid potential conflicts of interests.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group Ms. Xx is deemed to have interest in approximately 45.11% an executive director of the issued Shares Company and is accordingly a controlling shareholder and thus a connected person of the CompanyCompany under the Listing Rules. ThereforeAs members of the Connected Group consists of Ms. Xx and the associates of Ms. Xx within the meaning of Rule 14A.11(4)(b) and Rule 14A.11(4)(c) of the Listing Rules, the transactions Leasing Arrangements contemplated under the Cooperation Framework Master Leasing Agreement therefore constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more As the maximum annual consideration receivable by the Group in respect of the Leasing Arrangements contemplated under the Master Leasing Agreement exceeds HK$1,000,000 but the applicable percentage ratios in respect calculated pursuant to Rule 14.07 of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below Listing Rules do not exceed 5%, the transactions Master Leasing Agreement and the Leasing Arrangements contemplated under the Cooperation Framework Agreement thereunder are only subject to the reporting, announcement and annual review and announcement requirements but exempt are exempted from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of requirement under the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of Mr. Xx Xxxxx Xxx, Xxxxxxx, Mr. Ma Xxxxx Hang, Xxxxxxx, Mr. Ma Xxxxx Xxxx, Xxxxxx, Ms. Xx Xxxxx Xxx, Xxxx, Ms. Ma Xxxxx Xxxxx, Xxxx, Mr. Ma Xxxxx Xxxxx, Xxxxxx and Ms. Xx (the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary “Ma Family Directors”) are executive directors of the Company. The Capital Increase constitutes a connected transaction As the Ma Family Directors are Ma Family Members who are members of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%Connected Group, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute Ma Family Directors have a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Master Leasing Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei accordingly have abstained from voting on the relevant resolutions at board resolution to approve the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Master Leasing Agreement and the transactions contemplated thereunderthereunder and the Annual Caps.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group Ms. Xx is deemed to have interest in approximately 45.11% an executive director of the issued Shares Company and is accordingly a controlling shareholder and thus a connected person of the CompanyCompany under the Listing Rules. ThereforeAs members of the Connected Group consists of Ms. Xx and the associates of Ms. Xx within the meaning of Rule 14A.11(4)(b) and Rule 14A.11(4)(c) of the Listing Rules, the transactions Leasing Arrangements contemplated under the Cooperation Framework New Master Leasing Agreement therefore constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more As the Annual Caps receivable by the Group from the Connected Group in respect of the Leasing Arrangements contemplated under the New Master Leasing Agreement exceeds HK$1,000,000 but the applicable percentage ratios in respect calculated pursuant to Rule 14.07 of transactions contemplated under the Cooperation Framework Agreement exceeds Listing Rules is more than 0.1% but all are below less than 5%, the transactions New Master Leasing Agreement and the Leasing Arrangements contemplated under the Cooperation Framework Agreement thereunder are only subject to the reporting, announcement and annual review and announcement requirements but exempt are exempted from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of requirement under the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of Mr. Xx Xxxxx Xxx, Xxxxxxx, Mr. Ma Xxxxx Hang, Xxxxxxx, Mr. Ma Xxxxx Xxxx, Xxxxxx, Mr. Ma Xxxxx Xxxxx, Xxxxxx and Ms. Xx (the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary “Ma Family Directors”) are executive directors of the Company. The Capital Increase constitutes a connected transaction As the Ma Family Directors are Ma Family Members who are members of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transaction(s) contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%Connected Group, the transaction(s) contemplated under the Capital Increase Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. The Capital Increase does not constitute Ma Family Directors have a discloseable transaction under Chapter 14 of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework New Master Leasing Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei accordingly have abstained from voting on the relevant resolutions at board resolution to approve the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase New Master Leasing Agreement and the transactions contemplated thereunderthereunder and the Annual Caps.

LISTING RULES IMPLICATIONS. As at the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% The Restated Agreement constitutes a material variation of the issued Shares terms of the Acquisition Agreement and is accordingly a controlling shareholder and a connected person of the Company. Therefore, the transactions contemplated required to be disclosed under the Cooperation Framework Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more of the applicable percentage ratios in respect of transactions contemplated under the Cooperation Framework Agreement exceeds 0.1% but all are below 5%, the transactions contemplated under the Cooperation Framework Agreement are subject to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant note to Rule 14A.76(2)(a) 14A.35 of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation 100% of equity interest in Xxxxx Xxxxxx Design is an indirect wholly- owned subsidiary by XXXX, which in turn is wholly-owned by the ultimate controlling shareholders of the Company holding through Shenzhen Qianhaias to 35% by Xx. Xxxx Xxxxxx, 27% by Mr. Xxx Xxxxxx (a direct whollynon-owned subsidiary executive Director), 10% by Xx. Xx Xxxx, 5% by Xx. Xxx Xxxxxxx, 5% by Xx. Xxx Xxxxxx (an executive Director, the chairman of the Board and the chief executive officer of the Company), 5% by Xx. Xxxx Xxxxxxxxx (a non-executive Director), 5% by Mr. Xxx Xxxxx, 4% by Xx. Xxxx Xxxxxxx, 1% by Mr. Xx Xxxx, 1% by Xx. Xxx Xxxxxxx, 1% by Xx. Xxx Xxxxxxxxx and 1% by Xx. Xxxx Xxxxxxxx. Therefore, the Ultimate Controlling Shareholders, being the director, chief executive and/or substantial Shareholder are connected persons of the Company, and ZIHG and Jilin Jinghe Design, each being an entity controlled by the Ultimate Controlling Shareholders, are associates of the Ultimate Controlling Shareholders and thereby connected persons of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal under Chapter 14A of the Listing Rules. Since As one or more of the applicable percentage ratios in respect of transaction(s) contemplated the transaction under the Capital Increase Restated Agreement exceeds are more than 0.1% but all are below less than 5%, the transaction(s) entering into of the Restated Agreement and the transactions contemplated thereunder constitute connected transaction of the Company under Chapter 14A of the Capital Increase Agreement Listing Rules and are subject to the reporting, reporting and announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) requirements. The Directors confirm that the amendments under the Restated Agreement will not result in a re-classification of the transaction as contemplated under the Acquisition Agreement under Chapter 14A of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 For details of such classification, please refer to the paragraph headed “LISTING RULES IMPLICATIONS” of the Listing Rules as one or more of applicable percentage ratios in respect Announcement. Completion of the Capital Increase exceed 0.1% but all Acquisition Agreement (as amended and restated by the Restated Agreement) is subject to the fulfilment or waiver (as the case may be) of the conditions precedent of the Restated Agreement, and accordingly may or may not take place. Shareholders and potential investors of the Company are less than 5%. As Xx. Xx Xxxxxx, advised to exercise caution when dealing in the Chairman and an executive Director securities of the Company, is a director . By order of Capital Eco Group, the Board ZONBONG LANDSCAPE Environmental Limited Xxx Xxxxxx Chairman and Xx. Xxx Xxxxxxx, the non-executive Director of the CompanyHong Kong, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of the Company have any material interest in the Cooperation Framework Agreement and the Capital Increase Agreement and the transactions contemplated thereunder.10 March 2022

LISTING RULES IMPLICATIONS. As at SOCL is the date of this announcement, Capital Eco Group is deemed to have interest in approximately 45.11% controlling shareholder of the issued Shares Company, SOCL and is accordingly a controlling shareholder and a members of the SOCL Group are connected person persons of the Company. ThereforeAccordingly, the transactions contemplated under entering into of the Cooperation Framework Agreement and, if materialised, the Transactions thereunder will constitute connected transactions and continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since one or more As the highest applicable percentage ratio calculated under Rule 14.07 of the applicable percentage ratios Listing Rules in respect of transactions contemplated under each of (i) the Cooperation Framework Agreement Project Cap for the Works and (ii) the Service Cap for the Services exceeds 0.1% but all are below 5%, the transactions contemplated under the Cooperation Framework Agreement and the Transactions (including the Annual Caps) are subject to the reporting, announcement and Independent Shareholders’ approval requirements, while the Framework Agreement and provision of the Services (if awarded to any member of the Group pursuant to any tender submitted during the term of the Framework Agreement) are also subject to the annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to Rule 14A.76(2)(a) of the Listing Rules. As at the date of this announcement, Capital Environmental Sanitation is an indirect wholly- owned subsidiary of the Company holding through Shenzhen Qianhai, a direct wholly-owned subsidiary of the Company. The Capital Increase constitutes a connected transaction of the Company and a deemed disposal requirement under Chapter 14A of the Listing Rules. Since one or more SOCL is held under the Bosrich Unit Trust, the units of which are the property of a discretionary trust, of which Xx. Xx, an executive Director and the Chairman of the applicable percentage ratios Company, is the founder and both Xx. Xx and Xx. Xx, a non-executive Director and the daughter of Xx. Xx, are discretionary beneficiaries. Given the interests of Xx. Xx and Xx. Xx in SOCL as set out above, both of them are considered to have material interests in the Framework Agreement and the Transactions and had abstained from voting at the relevant Board resolutions approving the same. The Independent Board Committee has been established to advise the Independent Shareholders in respect of transaction(sthe Framework Agreement and the Transactions (including the Annual Caps). In addition, Xxxxxxx has been appointed by the Company as the independent financial adviser to advise the Independent Board Committee and the Independent Shareholders in the same regard. Since the term of the individual contract(s) in relation to the Services contemplated under the Capital Increase Agreement exceeds 0.1% but all are below 5%Framework Agreement, if awarded to any member of the Group pursuant to any tender submitted during the term of the Framework Agreement, may exceed 3 years reaching up to 12 years, the transaction(s) contemplated under the Capital Increase Agreement are subject Independent Financial Adviser will also review and provide its opinion on whether it is normal business practice for agreements of this type to the reporting, announcement and annual review requirements but exempt from the circular and independent shareholders’ approval requirements pursuant to be of such duration in accordance with Rule 14A.76(2)(a) 14A.52 of the Listing Rules. The Capital Increase does not constitute a discloseable transaction under Chapter 14 A circular containing, among other things, details of the Listing Rules as one or more of applicable percentage ratios in respect of the Capital Increase exceed 0.1% but all are less than 5%. As Xx. Xx Xxxxxx, the Chairman and an executive Director of the Company, is a director of Capital Eco Group, and Xx. Xxx Xxxxxxx, the non-executive Director of the Company, holds a senior position in Capital Eco Group, they are therefore deemed to have material interest in the Cooperation Framework Agreement and the Capital Increase Agreement Transactions, the recommendation of the Independent Board Committee to the Independent Shareholders, the advice from the Independent Financial Adviser to the Independent Board Committee and the transactions contemplated thereunderIndependent Shareholders, and a notice convening the SGM will be despatched to the Shareholders. Thus, Xx. Xx Xxxxxx and Xx. Xxx Chunmei have abstained from voting on the relevant resolutions at the Board meeting. Save as disclosed above, none of the other Directors of As the Company have any material interest requires more time for compiling the information for inclusion in the Cooperation Framework Agreement and circular pursuant to the Capital Increase Agreement and Listing Rules, the transactions contemplated thereundercircular is expected to be despatched to the Shareholders on or before 30 April 2022.