Annual Report 2016
87
Report of the Directors
Connected Transactions
(continued)
(7)
On 11 April 2014, the Company and CTFJ entered into a master leasing agreement (the “Master Leasing Agreement”)
regarding the leasing of premises between members of the Group and members of the CTFJ Group for an initial term of
three years commencing from 1 July 2014. Subject to compliance with the relevant requirements under the Listing Rules,
upon expiration of the initial term or subsequent renewal term, the Master Leasing Agreement will be automatically
renewed for a successive period of three years thereafter.
As CTFJ is a fellow subsidiary of CTF which is a substantial shareholder of the Company, CTFJ is therefore a connected
person of the Company under the Listing Rules. Accordingly, the entering into of the Master Leasing Agreement and all the
transactions contemplated thereunder constitute continuing connected transactions for the Company under the Listing
Rules.
For the year ended 30 June 2016, the aggregate amount of the transactions under the Master Leasing Agreement amounted
to approximately HK$129.2 million, which is within the annual cap of HK$197.9 million.
(8)
On 11 April 2014, NWDS, the Company and CTFJ entered into a master sales agreement (the “Master Sales Agreement”) in
relation to the sales transactions among members of the NWDS Group, members of the Group, members of the CTFJ Group
and/or joint ventures jointly controlled by CTF and NWCL (“N/C JVs”) in respect of the use of various cash equivalent gift
coupons, gift cards and stored value shopping cards issued by the Group (“Shopping Vouchers”), prepaid shopping cards
issued by the NWDS Group to the Group and/or CTFJ Group (“Prepaid Shopping Cards”), various joint name cards and/or
joint name vouchers issued by the CTFJ Group and/or the NWDS Group (“Joint Name Vouchers”) or other means acceptable
to the NWDS Group as payment for purchases of goods at the department stores owned by the NWDS Group from time to
time and the settlement of the relevant value represented by such Shopping Vouchers (with the shopping vouchers
commissions and rebates), the Prepaid Shopping Cards (with the discounts, where applicable), the Joint Name Vouchers
(with the joint name vouchers commissions) or by any other means acceptable to the NWDS Group among relevant
members of the NWDS Group, the Group or the CTFJ Group; and the sale of goods by members of the Group, the CTFJ Group
and/or N/C JVs to members of the NWDS Group.
The Master Sales Agreement has an initial term of three years commencing from 1 July 2014. Subject to compliance with the
relevant requirements under the Listing Rules, upon expiration of the initial term or subsequent renewal term, the Master
Sales Agreement will be automatically renewed for a successive period of three years thereafter.
As CTFJ is a fellow subsidiary of CTF which is a substantial shareholder of the Company, CTFJ is therefore a connected
person of the Company under the Listing Rules. Accordingly, the entering into of the Master Sales Agreement and all the
transactions contemplated thereunder constitute continuing connected transactions for the Company under the Listing
Rules.
For the year ended 30 June 2016, the aggregate amount of the transactions under the Master Sales Agreement amounted to
approximately RMB0.4 million (equivalent to approximately HK$0.5 million), which is within the annual cap of RMB79.9
million (equivalent to approximately HK$93.5 million).
