China International Marine Containers : OVERSEAS REGULATORY ANNOUNCEMENT - Independent Opinions of Independent Directors of the Ninth Session of the Board of China International Marine Containers (Group) Co., Ltd. on The Capital Increase in Shenzhen CIMC Skyspace Real Estate Development Co., Ltd. by Country Garden Real Estate Group Co., Ltd.
August 06, 2020 at 12:19 pm
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中國國際海運集裝箱(集團)股份有限公司
CHINA INTERNATIONAL MARINE CONTAINERS (GROUP) CO., LTD.
(a joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2039)
OVERSEAS REGULATORY ANNOUNCEMENT
This announcement is published by China International Marine Containers (Group) Co., Ltd.
(the "Company") pursuant to Rule 13.10B of the Rules Governing the Listing of Securities
on The Stock Exchange of Hong Kong Limited.
The following is the "Independent Opinions of Independent Directors of the Ninth Session of the Board of China International Marine Containers (Group) Co., Ltd. on The Capital Increase in Shenzhen CIMC Skyspace Real Estate Development Co., Ltd. by Country Garden Real Estate Group Co., Ltd." published on the website of the Company (www.cimc.com) and the website of Cninfo (www.cninfo.com.cn).
By order of the Board
China International Marine Containers (Group) Co., Ltd.
YU Yuqun
Company Secretary
Hong Kong, 6 August 2020
As at the date of this announcement, the Board comprises Mr. WANG Hong (Chairman), Mr. LIU Chong (Vice-chairman), Mr. HU Xianfu and Mr. MING Dong as non-executive directors; Mr. MAI Boliang as an executive director; and Mr. HE Jiale, Mr. PAN Zhengqi and Ms. LUI FUNG Mei Yee, Mabel as independent non-executive directors.
Independent Opinions of Independent Directors of the Ninth Session of the
Board of China International Marine Containers (Group) Co., Ltd. on
The Capital Increase in Shenzhen CIMC Skyspace Real Estate
Development Co., Ltd. by Country Garden Real Estate Group Co., Ltd.
In accordance with the Company Law of the People's Republic of China, Securities Law of the People's Republic of China, Guidance Opinion on Establishing a System of Independent Directors in Listed Companies, the Code of Corporate Governance for Listed Companies, the Rules Governing the Listing of Securities on the Shenzhen Stock Exchange, the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, Guidelines for Standardised Operation of Listed Companies on the Shenzhen Stock Exchange (Revised in 2020), the Articles of Association of China International Marine Containers (Group) Co., Ltd. (the "Articles of Association") and other relevant regulations, and as independent directors of China International Marine Containers (Group) Co., Ltd. (the "Company"), we issued independent opinions on the Capital Increase in Shenzhen CIMC Skyspace Real Estate Development Co., Ltd. by Country Garden Real Estate Group Co., Ltd. as follows:
After the prior verification on the Capital Increase in Shenzhen CIMC Skyspace Real Estate Development Co., Ltd. by Country Garden Real Estate Group Co., Ltd., we are of the opinion that the connected transaction above is in compliance with the provisions of relevant laws and regulations and the Articles of Association, and that it is entered into during the usual course of business after voluntary negotiations between the parties. It is fair and reasonable, entered into on normal commercial terms or better terms, and is in the interests of the Company and all shareholders.
We are of the opinion that the connected transaction and the approval procedures above are in compliance with relevant laws and regulations as well as the Articles of Association. Such transaction was conducted on a fair, open and just basis and no acts have been found detrimental to the interests of the Company and all shareholders, especially the
minority shareholders.
1
6 August 2020
Independent directors:
HE Jiale
PAN Zhengqi
LUI FUNG Mei Yee, Mabel
2
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CIMC - China International Marine Containers (Group) Co. Ltd. published this content on 06 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 August 2020 11:18:10 UTC
China International Marine Containers (Group) Co., Ltd. is a leading global producer of containers and transport equipment. Net sales break down by family of products and services as follows:
- road transport vehicles (27.9%);
- containers (22.8%): dry containers, refrigerated containers, tank containers, etc.;
- equipment for food and chemical industries (14%);
- logistics services (11.2%);
- airport equipment (6.5%): freight equipment, boarding bridges, etc.;
- petroleum equipment (5.4%);
- property development services (2.3%);
- finance services (1.8%);
- other (8.1%): primarily construction equipment (semi-trailers, tanker trucks, dump trucks, concrete mixers, garbage compressors, road sweepers, high pressure washers, etc.).
Net sales are distributed geographically as follows: China (60.2%), Asia (3.9%), Americas (18.9%), Europe (15.2%), and other (1.8%).
China International Marine Containers : OVERSEAS REGULATORY ANNOUNCEMENT - Independent Opinions of Independent Directors of the Ninth Session of the Board of China International Marine Containers (Group) Co., Ltd. on The Capital Increase in Shenzhen CIMC Skyspace Real Estate Development Co., Ltd. by Country Garden Real Estate Group Co., Ltd.