Common use of CSP INVESTMENT GROUP Clause in Contracts

CSP INVESTMENT GROUP. CSP Investment Group was established in September 2018, whose principal business scope includes (i) the incubation and transformation of scientific and technological achievements in relation to smart power grids and digital power grids, enterprise incubation, intellectual property services, science and technology intermediary services, science and technology information consultation services, entrepreneurial space services, and the investment and operation of science and technology industrial parks; (ii) carrying out project investments, industrial investments, venture capital investments, risk investments and equity investments that focus on the value chain of the energy industry; and (iii) providing investment management, asset management, enterprise management, investment and enterprise management consultation services. CSP Investment Group mainly invests into the following areas: electric vehicle services, smart use of energy services, internet services, general aviation services, smart electrical equipment manufacturing, and other business areas as authorised by its shareholders and as ascertained by its corporate strategy. The ultimate controlling shareholder of this company is the State-owned Assets Supervision and Administration Commission of the State Counsel of the PRC (國務院國有資產監督管理委員會). Shuangbai No. 1 was established in September 2019, whose principal business is equity investments. This partnership is controlled by China Reform Holdings Corporation Ltd. (中國國新控股有限責任公司). China Reform Holdings Corporation Ltd. (中國國新控股有限責任公司) is a state-owned enterprise. Southern Airlines Capital was established in June 2017, whose principal business scope includes equity investments, project investments and investment management services. It is a wholly-owned subsidiary of CSAH. CSAH is a state-owned enterprise established in the PRC. The principal business activities of CSAH are (i) operating wholly state-owned assets and state-owned equity formed through the state’s investments in the Group and in the other enterprises which the Group invested in; and (ii) engaging in operations in air transportation, as well as other relevant industries including financial management, construction and development and media and advertising through CSAH’s subsidiaries. ZGA was established in November 2020. ZGA is a platform through which SAGA’s employees hold the equity interests in SAGA and has no other principal business except holding the equity interests in SAGA. This partnership is managed by ▇▇ ▇▇ ▇▇▇ (李二保), ▇▇ ▇▇▇ ▇▇▇ (胡月秋), ▇▇▇▇▇ ▇▇▇ ▇▇▇ (鍾國柱), ▇▇▇ ▇▇▇▇ ▇▇▇▇ (魏振興), ▇▇▇▇ Fu ▇▇▇▇▇ (趙福亮) and ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (張曉帥) on behalf of investors. Prior to the completion of the Capital Contribution and the Equity Transfer under the Agreement, SAGA is the wholly-owned subsidiary of the Company. Pursuant to the Agreement, as a result of the Capital Contribution, the Company’s equity interest in SAGA will decrease, which constitutes a deemed disposal of the Company under Chapter 14 of the Listing Rules. As CSAH and its associates directly and indirectly hold approximately 60.42% of the issued share capital of the Company as at the date of this announcement, CSAH is a connected person of the Company under the Listing Rules. As Southern Airlines Capital is the wholly-owned subsidiary of CSAH as at the date of this announcement, Southern Airlines Capital is an associate of CSAH and a connected person of the Company. The transactions contemplated under the Agreement with, among others, Southern Airlines Capital constitute connected transactions of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios for the transactions contemplated under the Agreement is more than 0.1% and less than 5%, the transactions contemplated under the Agreement are subject to the reporting and announcement requirements but are exempt from the independent shareholders’ approval requirement under the Listing Rules.