The Excluded Company was excluded from the Group as its business focuses on sale of instruments and devices to corporate customers.
Summary · 第 3 页
The Directors confirm there is a clear business delineation between the two entities across business nature, target customers, use of facilities and offices, business operations and financial and accounting systems.
Summary · 第 3 页
Save for their respective interests in the Excluded Company, our Controlling Shareholders confirmed that, as at the Latest Practicable Date, apart from the business operated by us, they and their respective close associates and/or companies controlled by them do not hold or conduct any business which competes, or is likely to compete, either directly or indirectly, with our business, and would require disclosure pursuant to Rule 8.10 of the Listing Rules.
We consider that our businesses are clearly delineated from those of our Controlling Shareholders, including with respect to our businesses of new and used vehicle sales, vehicle leasing services to both corporate clients and online ride-hailing companies, and online ride-hailing services.
Summary · 第 6 页
the Company has resolved to implement certain conflict-of-interest management mechanisms to enhance the segregation of overlapping customer groups on an ongoing basis.
山推工程机械股份有限公司Shantui Construction Machinery Co., Ltd.
控股股东通过两家附属公司经营竞争业务
As of the Latest Practicable Date, apart from our Group, our Controlling Shareholders are also engaged in excavator, loader and wide-body mining truck related business (the “Excluded Businesses”) through two subsidiaries.
Summary · 第 11 页
Our Directors are of the view that the level of competition between our business and the Excluded Business is not material and any conflict of interests can be effectively managed.
Summary · 第 11 页
Shandong Heavy Industry, Weichai Holdings and Weichai Power constitute our Controlling Shareholders, holding in aggregate approximately 40.07% of our total issued Shares as of the Latest Practicable Date.
As of the Latest Practicable Date, Mr. Dong, Dong Zhu, Ms. Wang, Yuyi Enterprise Management, Feihe Enterprise Management, Yunbai Enterprise Management, Shanghai Xintian, and Xintian Pharmaceutical, constituted our Controlling Shareholders, collectively being entitled to exercise the voting rights attached to approximately 57.42% of our total issued share capital.
Summary · 第 10 页
Notwithstanding that Xintian Pharmaceutical is one of our Controlling Shareholders, there is a clear delineation between the businesses of our Group and Xintian Pharmaceutical, as Xintian Pharmaceutical focuses on traditional Chinese medicine products while our Group primarily develops small-molecule chemical drugs, and their respective products are indicated for different diseases with no overlapping therapeutic applications.
上海锦江国际酒店股份有限公司Shanghai Jin Jiang International Hotels Co., Ltd.
控股股东旗下丽笙酒店集团与本集团业务存在重叠
Notwithstanding the fact that there are certain overlappings in the hotel investment, operation and management business between Jin Jiang International Group (through its wholly owned subsidiary Radisson Hotel Group) and our Group, our Directors are of the view that there are clear business delineation considering that our Group's overall hotel brands positioning, geographical focus and management team are distinct from Radisson Hotel Group and our Group's hotel operation scale is substantially larger than Radisson Hotel Group.
Summary · 第 4 页
We have obtained various non-competition undertakings issued by Jin Jiang International to avoid actual and potential business competition with our Group.
As of the Latest Practicable Date, Sihuan Pharm, through its indirectly wholly-owned subsidiaries, Xuanzhu Biopharma and Hainan Sihuan, was interested in approximately 56.47% of the total issued share capital of our Company.
Summary · 第 27 页
Immediately following the completion of the Global Offering, (i) Sihuan Pharm will have an indirect interest in approximately 49.13% of the Shares in issue, (ii) our Company will remain as an indirect non-wholly owned subsidiary of Sihuan Pharm, and (iii) Dr. Che Fengsheng, Dr. Guo Weicheng, Mr. Meng Xianhui, Dr. Zhang Jionglong, their respective wholly-owned entities (Network Victory Limited, Proper Process International Limited, Successmax Global Holdings Limited, Victory Faith International Limited and Mingyao Capital Limited), Sihuan Pharm, Sun Moral, Xuanzhu Cayman, Xuanzhu Biopharma and Hainan Sihuan will be a group of Controlling Shareholders.
Summary · 第 27 页
There is a clear delineation of business between our Group and the Remaining Sihuan Group.
(ii) the Sharafuddin Entities comprising Mr. Sharafuddin, Nova Foundation (an estate planning foundation founded by Mr. Sharafuddin) and Vision Investments (a company wholly-owned by Nova Foundation for Mr. Sharafuddin and which will hold approximately 37.49% of the total issued shares of our Company).
Summary · 第 16 页
than their respective interests in our Group, (i) members of the Chen Family Group hold interests in TEH Entities and companies engaged in other businesses such as shipping agency services, port agency services and the education industry; and (ii) Mr. Sharafuddin, through foundations founded by him, held interests in other companies engaged in a wide range of businesses such as in the retail, travel and tourism, logistics and warehousing, air cargo, information technology, manufacturing, hospitality and real estate and financial services industries primarily in the Middle East and Africa.
Summary · 第 17 页
Our Group has engaged respective companies controlled by the Chen Family Group and the Sharafuddin Entities for their shipping agency and various other services.
Apart from our business in the provision of one-stop end-to-end B2C export e-commerce supply chain solutions, Lesso is currently operating a business to provide logistics services to deliver goods from the PRC to South East Asia (the “Excluded Business”).
Summary · 第 16 页
To ensure that competition will not exist in the future, each of our Controlling Shareholders has entered into the Deed of Non-competition in favor of our Company to the effect that each of them will not, and will procure each of their respective close associates (other than members of our Group) not to, directly or indirectly, participate in, or hold any right or interest, or otherwise be involved in or undertake any business that directly or indirectly competes, or may compete, with our Group’s business.
As of the Latest Practicable Date, apart from the interest in our Group, Mr. Zhang was the chairman of the board of directors of, and through his controlled entities, was entitled to exercise approximately 50.37% voting rights in, Nanjing Yoko, which is principally engaged in the R&D, manufacturing and sales of chemical drugs.
Summary · 第 21 页
There is a clear delineation of business between our Group and Nanjing Yoko and the business of Nanjing Yoko does not compete and is unlikely to compete, directly or indirectly, with the business of our Group.
Mr. Wu indirectly controls companies which are engaged in the production and sale of baijiu products including Jinliufu (金六福), Yushuqian (榆樹錢), Jinyuanchun (今緣春), Yanfeng (雁峰), Wubi (無比), Linshui (臨水), Xiangshan (湘山) and Taibai (太白) (as and when controlled by Mr. Wu, collectively, the “Excluded Baijiu Business”).
the Directors of the Company are of the view that the competition between the Group and the Excluded Baijiu Business is not material and any conflict of interests can be effectively managed.