LISTING RULE IMPLICATIONS Sample Clauses

LISTING RULE IMPLICATIONS. As at the date of this announcement, Scud Stock is owned as to 70% by ▇▇. ▇▇▇▇, the controlling Shareholder. Scud Stock is therefore a connected person of the Company under the Listing Rules and accordingly, the Leases under the Lease Agreements constitute continuing connected transactions of the Company and, in light of the size of the annual cap, are only subject to the reporting, announcement and annual review requirements under Chapter 14A of Listing Rules.

LISTING RULE IMPLICATIONS. As at the date of this announcement, Scud Stock is owned as to 70% by ▇▇. ▇▇▇▇, the controlling Shareholder. Scud Stock is therefore a connected person of the Company under the Listing Rules and accordingly, the Leases under the Lease Agreements constitute continuing connected transactions of the Company. Based on information available to the Company, ▇▇. ▇▇▇ ▇▇▇▇ (“▇▇. ▇▇▇”) and ▇▇. ▇▇▇▇ ▇▇▇▇ (“▇▇. ▇▇▇▇”) hold the remaining equity interests of Scud Stock as to 25% and 5% respectively. To the best of the Directors' knowledge, information and belief having made all reasonable enquiry, ▇▇. ▇▇▇ and ▇▇. ▇▇▇▇ are third parties independent of the Company and its connected persons. Based on the annual cap for the year ending 31 December 2023 as set out above, as one or more of the applicable percentage ratios in respect of the Leases are more than 0.1% and less than 5%, the Leases are only subject to the reporting, announcement and annual review requirements and exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.

LISTING RULE IMPLICATIONS. As the highest applicable percentage ratio in respect of the transactions contemplated under each of the Construction Works Agreement (TJ2 Bid Section) and the Construction Works Agreement (TJ4 Bid Section) exceeds 25% but is less than 100%, the entering into of and the transactions contemplated under the Construction Works Agreement (TJ2 Bid Section) and the Construction Works Agreement (TJ4 Bid Section) will constitute major transactions of the Company and are subject to the reporting, announcement and Shareholders’ approval requirements under Chapter 14 of the Listing Rules. Whilst the highest applicable percentage ratio in respect of the transactions contemplated under Construction Works Agreement (TJ5 Bid Section) exceeds 5% but is less than 25% on a standalone basis and the highest applicable percentage ratio in respect of the transactions contemplated under Construction Works Agreement (TJ3 Bid Section) exceeds 25% but is less than 100% on a standalone basis, given that the CCCC Constructions Works Agreements are entered into with parties connected with each other, the highest applicable percentage ratio in respect of the transactions contemplated under the CCCC Construction Works Agreements on an aggregated basis, pursuant to Rule 14.22 of the Listing Rules, exceeds 25% but is less than 100%. In view of the above, the entering into of and the transactions contemplated under the Construction Works Agreements (TJ2-TJ5 Bid Sections) constitute major transactions of the Company and are subject to the reporting, announcement and Shareholders’ approval requirements under Chapter 14 of the Listing Rules. As none of the Directors has any material interest in the Construction Works Agreements (TJ2-TJ5 Bid Sections) and the transactions contemplated thereunder, none of the Directors was required to abstain from voting on the board resolutions approving the Construction Works Agreements (TJ2-TJ5 Bid Sections) and the transactions contemplated thereunder.

LISTING RULE IMPLICATIONS. As of the date of this announcement, (i) Huahong Zealcore is 90.66% owned by Huahong Group, a controlling shareholder of the Company; (ii) QST is 33.21% held by SAIL, a controlling shareholder of the Company; (iii) INESA is a controlling shareholder of the Company by virtue of a voting bloc arrangement from INESA to SAIL; (iv) Shanghai Huali is 50.23% owned by SAIL, a controlling shareholder of the Company; (v) Huahong Real Estate is a wholly-owned subsidiary of Huahong Technology Development, a company 50% held by and consolidated with Huahong Group, a controlling shareholder of the Company, and 50% held by HHNEC, a wholly-owned subsidiary of the Company; and (vi) Huajin Property Management is a wholly-owned subsidiary of Huahong Technology Development, a company 50% held by and consolidated with Huahong Group, a controlling shareholder of the Company, and 50% held by HHNEC, a wholly-owned subsidiary of the Company. Accordingly, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, QST, INESA Entities, Shanghai Huali, Huahong Real Estate and Huajin Property Management are connected persons of the Company, and the transactions contemplated under the Renewed Agreements, the Huali Lease and the Huahong Real Estate Lease constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Since the Group’s sale of internal circuits and semiconductor products to Huahong Zealcore and QST are of a similar nature, the transactions under the Renewed Huahong Zealcore Sales Agreement and the Renewed QST Sales Agreement will be aggregated and treated as if they were one transaction pursuant to Rules 14A.82(1) and 14A.83 of the Listing Rules. Accordingly, the proposed new annual caps of these transactions are aggregated for the purpose of calculating the relevant percentage ratios under Chapter 14A of the Listing Rules. As each of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the aggregated amounts of the proposed new annual caps under the Renewed Huahong Zealcore Sales Agreement and the Renewed QST Sales Agreement is, on an annual basis, above 0.1% but below 5%, the transactions contemplated thereunder are only subject to the reporting, annual review and announcement requirements under Chapter 14A of the Listing Rules. Since the Group’s leasing and management transactions with Huahong Real Estate and Huajin Property Management are of a similar nature, the transactions under the Huahong Real Estate Lease and the transactions unde...

LISTING RULE IMPLICATIONS. ACN is indirectly wholly owned by ▇▇. ▇▇▇▇▇▇ ▇▇▇ and ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, and ▇▇▇▇▇▇▇ ACN is 70% indirectly owned by ▇▇. ▇▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇ and ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and indirectly owned as to 30% by the Company. ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇ and ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ are also considered as the associates of ▇▇. ▇▇▇▇▇▇ ▇▇▇ and ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. ▇▇. ▇▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇ and ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ are Directors and substantial shareholders of the Company. ACN and Tianjin ACN are therefore connected persons of the Company and the transactions contemplated under the Recovered Paper and Recycled Pulp Agreement constitute continuing connected transactions for the Company under Chapter 14A of the Listing Rules. As the applicable percentage ratios for the annual transaction amount of the Recovered Paper and Recycled Pulp Agreement are over 5%, the Recovered Paper and Recycled Pulp Agreement is subject to the reporting, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. INFORMATION ON THE PARTIES The Company The Group is engaged in the production and sale of a broad variety of quality packaging paperboard products, including linerboard (kraftlinerboard, testlinerboard, white top linerboard and coated duplex board), high performance corrugating medium, recycled printing and writing paper, specialty paper and pulp. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Dongguan Longteng is a company incorporated in the PRC and is principally engaged in the business of manufacturing of packaging materials. ▇▇▇▇▇ ▇▇▇▇ Group ▇▇▇▇▇ ▇▇▇▇ Group is a company incorporated in Hong Kong with limited liability and is an investment holding company. Its subsidiaries are engaged in the production of chemicals. ACN ACN is a company established in California, the United States, and is the largest exporter of recovered paper and recycled pulp in the United States and a leading exporter of recovered paper and recycled pulp in Europe and Asia. Tianjin ACN Tianjin ACN is a company established in the PRC and is principally engaged in the business of sourcing of recovered paper in the PRC. PRICING PRINCIPLES FOR CONTINUING CONNECTED TRANSACTIONS The basis of determining the prices of the products to be supplied or purchased by the Group under the respective agreement of the continuing connected transactions of the Group will be in accordance with the prevailing market pric...

LISTING RULE IMPLICATIONS. Given that Guangdong Hualu is a wholly owned subsidiary of GPCG, which is the holding company of Guangdong Highway Construction, the substantial shareholder of GSZ Company (a deemed subsidiary of the Company), Guangdong Hualu is an associate of Guangdong Highway Construction, and thus a connected person of the Company at the subsidiary level. The Construction Supervision Agreement (JL2 Bid Section) therefore constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios set out in Rule 14.07 of the Listing Rules in respect of the Construction Supervision Agreement (JL2 Bid Section) exceeds 1% but all of them are less than 5%, pursuant to Chapter 14A of the Listing Rules, the Construction Supervision Agreement (JL2 Bid Section) will only be subject to the reporting and announcement requirements, but exempt from the circular, independent financial advice and shareholders’ approval requirements. The Directors (including the independent non-executive Directors) have approved the Construction Supervision Agreement (JL2 Bid Section) and considered that the terms thereunder are fair and reasonable and on normal commercial terms, and the entering into of the Construction Supervision Agreement (JL2 Bid Section) is in the ordinary and usual course of business of the Group and in the interest of the Company and the shareholders as a whole. As none of the Directors has any material interest in the Construction Supervision Agreement (JL2 Bid Section) and the transactions contemplated thereunder, none of the Directors is required to abstain from voting on the board resolutions approving the Construction Supervision Agreement (JL2 Bid Section) and the transactions contemplated thereunder.

LISTING RULE IMPLICATIONS. As at the date of this announcement, Xiwang Group is the ultimate holding company of the Company. Therefore, Xiwang Group is a connected person of the Company under Chapter 14A of the Listing Rules and the transactions contemplated under the New Guarantee Agreement constitute continuing connected transaction of the Company. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the maximum Guarantee Amount under the New Guarantee Agreement exceeds 25%, the New Guarantee Agreement and the transactions contemplated thereunder constitute a major transaction of the Company under Chapter 14 of the Listing Rules, which is subject to the reporting, announcement, circular and Shareholders’ approval requirements. Moreover, as the highest of the applicable percentage ratios (other than the profits ratio) (as defined under Rule 14.07 of the Listing Rules) in respect of the maximum Guarantee Amount under the New Guarantee Agreement exceeds 5%, the New Guarantee Agreement and the transactions contemplated thereunder constitute non-exempt continuing connected transaction of the Company under Chapter 14A of the Listing Rules, which is subject to the reporting, announcement, circular and Independent Shareholders’ approval requirements. References are made to the 2017 Announcement, the 2017 Circular and the 2018 Voting Results Announcement in relation to, among other things, the 2017 Guarantee Agreement entered into between the Company and Xiwang Group on 10 November 2017. The Company and Xiwang Group entered into the New Guarantee Agreement on 19 January 2021 (after trading hours of the Stock Exchange).

LISTING RULE IMPLICATIONS. As one or more of the applicable percentage ratios calculated under Rule 14.07 of the Listing Rules with respect to the Group’s payment obligations under the Tripartite Agreement exceeds 5% but are all less than 25%, the entering into of the Tripartite Agreement constitutes a discloseable transaction of the Company which is subject to the reporting and announcement requirements, but is exempt from the shareholders’ approval requirements under Chapter 14 of the Listing Rules.

LISTING RULE IMPLICATIONS. ACN is indirectly wholly-owned by ▇▇. ▇▇▇▇▇▇ ▇▇▇ and ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Tianjin ACN and Hainan ACN are indirectly owned as to 39.9%, 30.1% and 30% by the ▇▇▇▇▇▇ Family, ▇▇. ▇▇▇ ▇▇▇▇▇ and the Company. To the best knowledge, information and belief of the Directors, and having made all reasonable enquiry, ▇▇. ▇▇▇ ▇▇▇▇▇ is a third party independent of the Company and its subsidiaries, and their respective connected persons. ▇▇. ▇▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇ and ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ are Directors and substantial shareholders of the Company. ACN, Tianjin ACN and Hainan ACN are therefore connected persons of the Company and the transactions contemplated under the Recovered Paper, Recycled Pulp and Woodchips Agreement constitute continuing connected transactions for the Company under Chapter 14A of the Listing Rules. As the applicable percentage ratios for the annual transaction amount of the Recovered Paper, Recycled Pulp and Woodchips Agreement are over 5%, the Recovered Paper and Recycled Pulp Agreement is subject to the reporting, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. INFORMATION ON THE PARTIES The Company The Group is engaged in the production and sale of a broad variety of quality packaging paperboard products, including linerboard (kraftlinerboard, testlinerboard, white top linerboard and coated duplex board), high performance corrugating medium, recycled printing and writing paper (including uncoated woodfree paper, copy paper, coated and uncoated freesheet, etc.), specialty paper and pulp. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Dongguan Longteng is a company incorporated in the PRC and is principally engaged in the business of manufacturing of packaging materials. ▇▇▇▇▇ ▇▇▇▇ Group ▇▇▇▇▇ ▇▇▇▇ Group is a company incorporated in Hong Kong with limited liability and is an investment holding company. Its subsidiaries are engaged in the production of chemicals. ACN ACN is a company established in California, the United States, and is the leading exporter of recovered paper, recycled pulp and woodchips in the United States, Europe and Asia. ACN has a strong and long term relationship and connection with OCC pulp major exporter worldwide. Tianjin ACN Tianjin ACN is a company established in the PRC and is principally engaged in the business of sourcing of recovered paper, recycled pulp and woodchips in the PRC. Hainan ACN Hainan ACN is a company established in the PRC and is prin...