PDF《海信家电集团股份有限公司》

approval requirements under Chapter 14A of the Hong Kong Listing Rules. The provision of deposit services to the Group under the Financial Services Agreement also constitutes the provision of financial assistance by the Group to Hisense Finance under Rule 14.04(1)(e) of the Hong Kong Listing Rules. Although one of the applicable percentage ratios for the provision of such deposit services is more than 100%, the provision of financial assistance does not constitute an acquisition or a series of acquisitions of assets by the Company and hence the transaction does not fall into the classification of very substantial acquisition under Rule 14.06(5) of the Hong Kong Listing Rules. Instead, it will constitute a major transaction of the Company under Chapter

14 of the Hong Kong Listing Rules and is subject to the reporting, announcement and shareholders'

approval requirements thereunder. SUPPLEMENTAL AGREEMENT IN RELATION TO THE FINANCIAL BUSINESS FRAMEWORK AGREEMENT Reference is made to the announcement of the Company dated

28 November

2017 and circular of the Company dated

3 January

2018 in respect of, amongst others, the Financial Business Framework Agreement. The Financial Business Framework Agreement and the transactions contemplated thereunder (subject to the related caps)

3 were approved by the Independent Shareholders at the extraordinary general meeting of the Company held on

18 January 2018. As at the date of this announcement, Hisense Air-conditioning is a connected person of the Company by virtue of being a substantial shareholder of the Company, holding 37.92% of the issued shares of the Company. Hisense Financial Holdings is a subsidiary of the holding company of Hisense Air-conditioning and an associate of Hisense Air-conditioning. Therefore, Hisense Financial Holdings is a connected person of the Company according to the Hong Kong Listing Rules. As such, the transactions contemplated under the Financial Business Framework Agreement (as supplemented by the Supplemental Agreement) will constitute continuing connected transactions of the Company under the Hong Kong Listing Rules. The transactions under the Financial Services Agreement and the Financial Business Framework Agreement (as supplemented by the Supplemental Agreement) will be aggregated under the Hong Kong Listing Rules. As the applicable percentage ratios as defined under Rule 14.07 of the Hong Kong Listing Rules in respect of the Financial Business Framework Agreement (as supplemented by the Supplemental Agreement) and the Financial Services Agreement on an aggregate basis exceed 5%, the transactions contemplated under the Financial Business Framework Agreement (as supplemented by the Supplemental Agreement) and the caps in relation thereto are subject to the reporting, announcement, annual review and shareholders'

approval requirements under Chapter 14A of the Hong Kong Listing Rules. GENERAL A circular containing, inter alia, (a) further information on the Business Co-operation Framework Agreement and the Financial Services Agreement and the Caps in relation thereto;

(b) further information on the Supplemental Agreement (which stipulates, inter alia, (1) the Revised Annual Caps;

(2) provision of finance leasing services;

and ........