Proposed Annual Caps. The table below sets out (i) the historical transaction amounts for the two years ended 31 December 2020 and the eight months ended 31 August 2021; and (ii) the annual caps for the service fees receivable and payable by the Group pursuant to the 2019 Operation Services Agreement and the 2018 Business Travel Services Agreement for the three years ending 31 December 2021: Historical transaction amounts for the year ended 31 December Historical transaction amount for the eight months ended 31 August Announced annual caps for the year ended/ending 31 December 2019 2020 2021 2019 2020 2021 RMB million (Audited) RMB million (Audited) RMB million (Unaudited) RMB million RMB million RMB million Service fees receivable by the Group for the provision of operation services to the Geely Holding Group and the XXXX & CO Group 51.0 547.0 583.2 159.1 1,198.4 1,964.5 Utilisation rate of annual caps Service fees payable to the Geely Holding Group for the provision of operation services to the Group 31.0 79.0 99.5 32.0% 51.8 45.6% 207.3 29.7% (Note) 269.5 Utilisation rate of annual caps Service fees payable to the Geely Holding Group for the provision of business travel services to the Group 103.0 53.0 139.6 59.8% 356.8 38.1% 482.0 36.9% (Note) 661.6 Utilisation rate of annual caps 28.9% 11.0% 21.1% (Note) Note: Utilisation rate of the annual cap for the year ending 31 December 2021 was calculated by dividing the historical transaction amount for the eight months ended 31 August 2021 by the announced annual cap for the full financial year ending 31 December 2021. The relatively low utilisation rates of annual caps for the service fees payable and receivable by the Group for the provision of operation services and the service fees payable by Group for business travel services procured from the Geely Holding Group for the year ended 31 December 2019 and 2020 was in line with the decrease in demand and sales volume of Geely- branded vehicles in 2019 and 2020 mainly due to the worsened economy in 2019 and the outbreak of COVID-19 in 2020. The table below sets out the proposed annual caps pursuant to the Operation Services Agreement for each of the three years ending 31 December 2024. 2022 2023 2024 RMB million RMB million RMB million 1,954.2 2,258.7 2,708.3 Proposed annual caps for the year ending 31 December Service fees receivable by the Group for the provision of operation services to the Geely Holding Group and the XXXX & CO Group Service fees payable to the Geely Holding Gr...
Proposed Annual Caps. The proposed annual caps for the transactions contemplated under the Packaging Material Supply Master Agreement for the three years ending 31 December 2020 and the five months ending 31 May 2021 are set out below: Year ending 31 December 2018 Year ending 31 December 2019 Year ending 31 December 2020 Five months ending 31 May 2021 Transactions RMB (million) RMB (million) RMB (million) RMB (million)
Proposed Annual Caps. The Directors anticipate that the aggregate annual fee payable by the JV Company to Xxxx Xxx under the Renewed Sole Distributorship Agreement shall not exceed HK$12 million, HK$15 million and HK$18 million for the years ending 31 December 2019, 31 December 2020 and 31 December 2021, respectively. These annual caps have been estimated by the Directors (i) by reference to the Group’s estimated demand for supply of Products for each of the years ending 31 December 2019, 31 December 2020 and 31 December 2021, respectively, which were arrived at with reference to the annual amounts under the cooperation in the distribution of the Products in the Territories under the Sole Distributorship Agreement in each of the past three years; (ii) by reference to expected expansion on variety of Products; and (iii) on the assumption that the sourcing costs for the Products will increase at an annual inflation rate of 4%. Historical amounts For the years ended 31 December 2016, 31 December 2017 and 31 December 2018, the aggregate amounts under the cooperation in the distribution of the Products in the Territories under the Sole Distributorship Agreement are set out below: For the year ended 31 December 2016 2017 2018 HK$’000 HK$’000 HK$’000 Reasons for and benefits of entering into the Renewed Trademark Licence Agreement and the Renewed Sole Distributorship Agreement The Group is principally engaged in the business of trading of grocery food products, trading of consumables and agricultural products, property investment, provision of money lending services, one- stop value chain services and provision of financial services. The Directors are of the view that entering into the Renewed Trademark Licence Agreement and the Renewed Sole Distributorship Agreement could provide stable revenue to the grocery food business of the Group. The Directors are also of the view that the provision of the Products could create synergy effect and opportunities with the existing business of the Group and to further expand and develop its scope of business. In addition, due to the steady supply and sales of the Products in the past 3 years, transactions under the Trademark Licence Agreement and the Sole Distributorship Agreement contributed approximately 10% and approximately 13% to the revenue of the Group for each of the years ended 31 December 2016 and 31 December 2017, respectively. The Directors (including the independent non-executive Directors) are of the view that the transactions contem...
Proposed Annual Caps. The Directors propose that the total annual purchase amount by Shengmu High-tech from Aiyangniu Technology under the Materials Supply Framework Agreement shall not exceed RMB30 million, RMB30 million and RMB30 million for the three years ending 31 December 2020, 2021 and 2022, respectively. In determining such annual caps, the Directors have considered the following factors:
Proposed Annual Caps. The Directors propose that the total annual sale amount by Shengmu High-tech to Yiyingmei Dairy under the Raw Fresh Milk Supply Framework Agreement shall not exceed RMB17 million, RMB84 million and RMB146 million for the three years ending 31 December 2022, 2023 and 2024, respectively. In determining such annual caps, the Directors have considered the following factors:
Proposed Annual Caps. The proposed annual caps for the transactions contemplated under the East Wing Yihua Building Tenancy Agreement for the three years ending 31 December 2021 are set out below: For the year ending 31 December For the year ending 31 December For the year ending 31 December 2019 2020 2021 (RMB’000) (RMB’000) (RMB’000) (approx.) (approx.) (approx.) East Wing Yihua Building Tenancy Agreement 327 327 327 The annual cap for each the years ending 31 December 2019, 2020 and 2021 was calculated by multiplying the agreed monthly rent (inclusive of management fee) of RMB27,178.6 (equivalent to approximately HK$30,440.0) by 12 months. In arriving at the monthly rent (inclusive of management fee) and proposed annual caps, the Directors have taken into account the following factors:
Proposed Annual Caps. The proposed annual caps for the Sales Transactions for the three years ending 31 December 2013, 2014 and 2015 respectively are set out as follows: For the financial year ending □ Proposed Annual Caps (RMB) 31 December 2013 5,000,000 31 December 2014 7,000,000 31 December 2015 9,000,000 Basis for determining the annual caps The annual cap for Sales Transactions for the year ended 31 December 2013 is determined with reference to the actual and estimated amount of the Previous Transactions as at the date of the announcement, being approximately RMB3.40 million. The forecast of annual increment of the annual caps for Sales Transactions at approximately RMB2 million from the previous year for the two years ending 31 December 2014 and 2015 respectively is estimated on a prudent basis with respect to the estimated increase in demand on the Veterinary Drug Products.
Proposed Annual Caps. It is proposed that the annual caps for the transactions contemplated under the Master Agreement shall be HK$2,000 million, HK$2,000 million and HK$2,000 million for each of the three years ending 31 March 2024 respectively. The proposed annual caps have been determined by the Board with reference to: (i) the historical sales amount of knitted fabrics from the Group to Crystal for the three years ending 31 March 2021; and (ii) the projected steady and moderate growth rate on the sale of knitted fabrics from the Group to Crystal for the three years ending 31 March 2024, based on the expected growth generated from the increase in the Group’s overall production capacity as a result of the establishment of a production site in Vietnam as disclosed in the Company’s announcement dated 30 December 2019 to meet the overall demand of the Group’s customers for knitted fabrics. In addition, certain buffers have been incorporated to allow for the increase in sales volume and increase in price of products as anticipated by the management of the Company. While the proposed annual caps for the three years ending 31 March 2024 of HK$2,000 million have been determined with reference to the historical transaction amounts relating to the sale of knitted fabrics from the Group to Crystal for the three years ending 31 March 2021, the Board has given much weight to the historical transaction amounts of approximately HK$1,109 million and HK$1,001 million for 2019 and 2020 respectively since the Group’s overall sales of knitted fabrics for that two years were closer to the Group’s expectation and were not or less affected by the global pandemic of COVID-19.
Proposed Annual Caps. The proposed annual caps for the three years ending 31 December 2026 under the Products and Services Procurement Framework Agreement are as follows: For the year ending 31 December 2024 For the year ending 31 December 2025 For the year ending 31 December 2026 (RMB million) (RMB million) (RMB million) Proposed annual caps: Procurement of products and services by the Group from CRCC and/or its associates 160 160 160 5. BASIS OF PROPOSED ANNUAL CAPS In arriving at the above proposed annual caps, the Company has considered the following principal factors:
Proposed Annual Caps. The Annual Caps for the Lease Transactions are RMB49,000,000, RMB72,000,000 and RMB75,000,000 for the years ending 31 December 2016, 2017 and 2018 respectively. LISTING RULES IMPLICATIONS GZYX is the controlling shareholder of the Company and therefore a connected person of the Company under the Listing Rules. As such, the Lease Transactions constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since the highest applicable percentage ratio for the Annual Caps is more than 0.1% but less than 5%, the Lease Transactions are subject to the reporting, annual review and announcement requirements but are exempt from the independent shareholders’ approval requirement under Chapter 14A of the Listing Rules. The Board (including the independent non-executive Directors) considers that: (i) the terms of the Framework Lease Agreement are fair and reasonable and on normal commercial terms; (ii) the Lease Transactions are in the ordinary and usual course of business of the Group; (iii) the entering into of the Framework Lease Agreement by GCCD is in the interest of the Company and its shareholders as a whole; and (iv) the Annual Caps (including the basis of determination thereof) are fair and reasonable. FRAMEWORK LEASE AGREEMENT On 30 November 2015, GCCD (an indirect 95%-owned subsidiary of the Company) and GZYX entered into the Framework Lease Agreement to govern the leasing of the Lease Properties by GCCD to members of the GZYX Associates.
