Common use of HONG KONG LISTING RULES IMPLICATIONS Clause in Contracts

HONG KONG LISTING RULES IMPLICATIONS. In accordance with IFRS 16 “Leases”, the Relevant Premise leased under the Tenancy Agreement will be recognised as right-of-use assets of the Group in its consolidated statement of financial position. Accordingly, the transaction contemplated under the Tenancy Agreement will be regarded as acquisition of right-of-use assets by the Group for the purpose of the Hong Kong Listing Rules. The Landlord is a subsidiary owned as to 80% by ▇▇. ▇▇▇▇, the controlling shareholder of the Company, and constitutes an associate of ▇▇. ▇▇▇▇, therefore, the Landlord is a connected person of the Company under Rule 14A.07(4) of the Hong Kong Listing Rules. Accordingly, the transaction contemplated under the Tenancy Agreement constitutes a connected transaction of the Company under Chapter 14A of the Hong Kong Listing Rules. Given the party to the Tenancy Agreement is a person connected to the party to the Previous Tenancy Agreement, the transaction contemplated under the Tenancy Agreement shall be aggregated with the transactions contemplated under the Previous Tenancy Agreement pursuant to Rule 14A.81 of the Hong Kong Listing Rules. As each of relevant percentage ratios applicable to the Tenancy Agreement and the Previous Tenancy Agreement on an aggregated basis exceeds 0.1% but is less than 5%, the transaction contemplated under the Tenancy Agreement is subject to the reporting and announcement requirements but exempt from the independent shareholders’ approval requirement under Chapter 14A of the Hong Kong Listing Rules.

HONG KONG LISTING RULES IMPLICATIONS. In accordance with IFRS 16 “Leases”, the Relevant Premise leased under the Tenancy Agreement will be recognised as right-of-use assets asset of the Group in its consolidated statement of financial position. Accordingly, the transaction contemplated under the Tenancy Agreement will be regarded as acquisition of right-of-use assets by the Group for the purpose of the Hong Kong Listing Rules. The Landlord is a subsidiary owned as to 80% by ▇▇. ▇▇▇▇, the controlling shareholder of the Company, and constitutes an associate of ▇▇. ▇▇▇▇, therefore, the Landlord is a connected person of the Company under Rule 14A.07(4) of the Hong Kong Listing Rules. Accordingly, the transaction contemplated under the Tenancy Agreement constitutes a connected transaction of the Company under Chapter 14A of the Hong Kong Listing Rules. Given the party to the Tenancy Agreement is a person connected to the party to the Previous Tenancy Agreement, the transaction contemplated under the Tenancy Agreement shall be aggregated with the transactions contemplated under the Previous Tenancy Agreement pursuant to Rule 14A.81 of the Hong Kong Listing Rules. As each of the relevant percentage ratios applicable to the Tenancy Agreement and the Previous Tenancy Agreement on an aggregated basis exceeds 0.1% but is less than 5%, the transaction contemplated under the Tenancy Agreement is subject to the reporting and announcement requirements but exempt from the independent shareholders’ approval requirement under Chapter 14A of the Hong Kong Listing Rules.