Annual Report 2025
DIRECTORS’ REPORT (CONTINUED) China Merchants China Direct Investments Limited Annual Report 2025 61 CONTINUING CONNECTED TRANSACTIONS (CONTINUED) New Investment Management Agreement (continued) An announcement dated 22 December 2025 and a clarification announcement dated 16 January 2026 were published. These announcements set out, among others, further details of the New Investment Management Agreement including the term of appointment, scope of services, remuneration, basis of determination of the remuneration and the annual cap. The Independent Non-executive Directors have reviewed the above continuing connected transactions and have confirmed that the transactions have been entered into: 1. in the ordinary and usual course of the business of the Company and its subsidiaries; 2. on normal commercial terms or better; and 3. in accordance with the agreement governing them on terms that are fair and reasonable and in the interests of the shareholders of the Company as a whole. Pursuant to Rule 14A.56 of the Listing Rules, the Company engaged its external auditor to report on the Group’s continuing connected transactions in accordance with Hong Kong Standard on Assurance Engagements 3000 “Assurance Engagements Other Than Audits or Reviews of Historical Financial Information” and with reference to Practice Note 740 “Auditor’s Letter on Continuing Connected Transactions under the Hong Kong Listing Rules” issued by the Hong Kong Institute of Certified Public Accountants. The auditor has issued an unqualified letter containing their findings and conclusions in respect of the continuing connected transactions set out above in accordance with Rule 14A.56 of the Listing Rules. Save as disclosed above, details of significant related party transactions are disclosed in note 27 to the consolidated financial statements. The Company has complied with the disclosure requirements in accordance with chapter 14A of the Listing Rules.
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