Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
China Resources Medical Holdings Company Limited
華 潤 醫 療 控 股 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1515)
DISCLOSEABLE TRANSACTIONS
SUBSCRIPTION OF WEALTH MANAGEMENT PRODUCTS
WITH VARIOUS BANKS
The Board announces that between January 1, 2020 and August 10, 2020, the Company had subscribed the relevant Wealth Management Products with five banks, including ABC, BOC, CITIC, CMB and ICBC.
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ABC
The Company made five subscriptions for wealth management products offered by ABC between June 12, 2020 and July 23, 2020. The aggregated outstanding principal amount is RMB384.92 million as at the date of this announcement.
- BOC
The Company made nine subscriptions for wealth management products offered by BOC between May 11, 2020 and August 10, 2020. The aggregated outstanding principal amount is RMB506.00 million as at the date of this announcement.
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CITIC
The Company made seven subscriptions for wealth management products offered by CITIC between January 6, 2020 and May 22, 2020. The aggregated outstanding principal amount is RMB200.00 million as at the date of this announcement.
IV. CMB
The Company made 14 subscriptions for wealth management products offered by CMB between January 6, 2020 and July 13, 2020. The aggregated outstanding principal amount is RMB446.51 million as at the date of this announcement.
V. ICBC
The Company subscribed the wealth management product offered by ICBC on May 29, 2020. The outstanding principal amount of RMB110.00 million as at the date of this announcement.
LISTING RULES IMPLICATIONS
As each of (i) ABC Wealth Management Products, (ii) BOC Wealth Management Products, (iii) CITIC Wealth Management Products, (iv) CMB Wealth Management Products, and (v) ICBC Wealth Management Products were subscribed with the same banks and are of similar nature, in each case, the corresponding outstanding principal amounts of each bank at the relevant period have been aggregated as if there were one transaction with that bank for the purpose of calculating the relevant percentage ratios pursuant to Rule 14.22 of the Listing Rules. As the applicable percentage ratios, on an aggregate basis, in respect of the highest aggregated outstanding principal amount of each of the (i) ABC Wealth Management Products, (ii) BOC Wealth Management Products, (iii) CITIC Wealth Management Products, (iv) CMB Wealth Management Products, and (v) ICBC Wealth Management Products at the relevant period exceed 5% but are less than 25%, therefore the Subscriptions constitute discloseable transactions of the Company for the purpose of the Listing Rules and are subject to the notification and announcement requirements but exempt from the Shareholders' approval requirement under Chapter 14 of the Listing Rules.
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The Company should have complied with the relevant notification and announcement requirements under Rule 14.34 of the Listing Rules in respect of each of the (i) ABC Wealth Management Products, (ii) BOC Wealth Management Products, (iii) CITIC Wealth Management Products, (iv) CMB Wealth Management Products, and (v) ICBC Wealth Management Products as and when such obligations arose. Regrettably, the Company acknowledges that such compliance with the Listing Rules has been delayed due to its unintentional oversight. The failure to make timely disclosure was due to a misunderstanding that the nature of these Wealth Management Products was akin to a bank deposit, which would not constitute transaction(s) defined under Chapter 14 of the Listing Rules, taking into account the relatively low-risk and flexible redemption nature of these Wealth Management Products. Recently, upon preparation of the Company's interim report and devising business plans ahead, relevant business units revisited relevant transactions, and sought advices from the Board and professional advisers on the Listing Rules implications. Accordingly, the Company is advised to publish this announcement with Board's approval as soon as practicable.
SUBSCRIPTION OF WEALTH MANAGEMENT PRODUCTS
The Board announces that between January 1, 2020 and August 10, 2020, the Company had subscribed the relevant Wealth Management Products offered by ABC, BOC, CITIC, CMB and ICBC respectively. Certain subscriptions (each a ''Relevant Subscription''), calculated cumulatively based on the outstanding principal amount, constituted a discloseable transaction. The key terms of each Relevant Subscription are set out in the table below.
Investment | |||||||||||||||||
Subscription | Redeemed/ | Principal amounts | Term of product | Expected | scope of | ||||||||||||
Bank | Date | Redemption date | outstanding | Name of product | of subscription | and redemption | Type of product and risk rating | return | product | ||||||||
CITIC | 6/1/2020 | 7/4/2020 | Redeemed | Win-win & Conservative | RMB400,000,000 | Fixed term of | Non-principal guaranteed with | 3.85% | Note (a) | ||||||||
Fixed Term (Luxury) | 91 | days | floating return, low risk | ||||||||||||||
CITIC | 21/1/2020 | 25/2/2020 | Redeemed | Win-win & Conservative | RMB150,000,000 | Fixed term of | Non-principal guaranteed with | 3.50% | Note (a) | ||||||||
Fixed Term | 35 | days | floating return, low risk | ||||||||||||||
CITIC | 27/2/2020 | 28/5/2020 | Redeemed | Win-win & Conservative | RMB150,000,000 | Fixed term of | Non-principal guaranteed with | 3.85% | Note (a) | ||||||||
Fixed Term (Luxury) | 91 | days | floating return, low risk | ||||||||||||||
CITIC | 11/3/2020 | 10/6/2020 | Redeemed | Win-win & Conservative | RMB160,000,000 | Fixed term of | Non-principal guaranteed with | 3.85% | Note (a) | ||||||||
Fixed Term (Luxury) | 91 | days | floating return, low risk | ||||||||||||||
CITIC | 8/4/2020 | 8/7/2020 | Redeemed | Win-win & Conservative | RMB100,000,000 | Fixed term of | Non-principal guaranteed with | 3.85% | Note (a) | ||||||||
Fixed Term (Luxury) | 91 | days | floating return, low risk | ||||||||||||||
CITIC | 10/4/2020 | 10/7/2020 | Redeemed | Win-win & Conservative | RMB250,000,000 | Fixed term of | Non-principal guaranteed with | 3.85% | Note (a) | ||||||||
Fixed Term (Luxury) | 91 | days | floating return, low risk | ||||||||||||||
CITIC | 22/5/2020 | 28/6/2020 | Redeemed | Win-win & Conservative | RMB130,000,000 | Fixed term of | Non-principal guaranteed with | 3.40% | Note (a) | ||||||||
Fixed Term | 35 | days | floating return, low risk | ||||||||||||||
CMB | 6/1/2020 | 9/3/2020 | Redeemed | Product Juyishengjin | RMB350,000,000 | Fixed term of | Non-principal guaranteed with | 3.65% | Note (b) | ||||||||
63 | days | floating return, low risk | |||||||||||||||
CMB | 10/1/2020 | 19/1/2020 | Redeemed | Product Bubushengjin | RMB250,000,000 | No fixed term | Non-principal guaranteed with | 2.8-3.0% | Note (c) | ||||||||
floating return, low risk | |||||||||||||||||
CMB | 10/1/2020 | Without fixed | Outstanding | Product Bubushengjin | RMB50,000,000 | No fixed term | Non-principal guaranteed with | 2.8-3.6% | Note (c) | ||||||||
redemption date | floating return, low risk | ||||||||||||||||
CMB | 20/1/2020 | 24/2/2020 | Redeemed | Product Juyishengjin | RMB150,000,000 | Fixed term of | Non-principal guaranteed with | 3.45% | Note (b) | ||||||||
35 | days | floating return, low risk | |||||||||||||||
CMB | 27/2/2020 | 27/4/2020 | Redeemed | Gold Linked Three Interval | RMB150,000,000 | Fixed term of | Principal guaranteed with | 1.25% or | Note (d) | ||||||||
Structural Deposit (2 | 60 | days | minimum return | 3.7% or | |||||||||||||
months) | guaranteed, principal | 3.9% | |||||||||||||||
guaranteed |
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Investment | ||||||||||||||||
Subscription | Redeemed/ | Principal amounts | Term of product | Expected | scope of | |||||||||||
Bank | Date | Redemption date | outstanding | Name of product | of subscription | and redemption | Type of product and risk rating | return | product | |||||||
CMB | 9/3/2020 | 26/5/2020 | Redeemed | Gold Linked Three Interval | RMB200,000,000 | Fixed term of | Principal guaranteed with | 1.25% or | Note (d) | |||||||
Structural Deposit (2 | 78 days | minimum return | 3.8% or | |||||||||||||
months) | guaranteed, principal | 4.0% | ||||||||||||||
guaranteed | ||||||||||||||||
CMB | 10/3/2020 | 14/4/2020 | Redeemed | Product Bubushengjin | RMB104,000,000 | No fixed term | Non-principal guaranteed with | 2.75-3.3% | Note (c) | |||||||
floating return, low risk | ||||||||||||||||
CMB | 10/3/2020 | Without fixed | Outstanding | Product Bubushengjin | RMB96,510,000 | No fixed term | Non-principal guaranteed with | 2.75-3.55% | Note (c) | |||||||
redemption date | floating return, low risk | |||||||||||||||
CMB | 7/4/2020 | 28/4/2020 | Redeemed | Product Ririxin | RMB20,000,000 | No fixed term | Non-principal guaranteed with | 2.95% | Note (e) | |||||||
floating return, low risk | ||||||||||||||||
CMB | 13/4/2020 | 15/4/2020 | Redeemed | Product Ririxin | RMB150,000,000 | No fixed term | Non-principal guaranteed with | 2.95% | Note (e) | |||||||
floating return, low risk | ||||||||||||||||
CMB | 28/4/2020 | 28/7/2020 | Redeemed | Product Juyishengjin | RMB200,000,000 | Fixed term of | Non-principal guaranteed with | 3.55% | Note (b) | |||||||
91 days | floating return, low risk | |||||||||||||||
CMB | 27/5/2020 | 29/6/2020 | Redeemed | Gold Linked Three Interval | RMB200,000,000 | Fixed term of | Principal guaranteed with | 1.15% or | Note (d) | |||||||
Structural Deposit | 33 days | minimum return | 3.05% or | |||||||||||||
(1 month) | guaranteed, principal | 3.25% | ||||||||||||||
guaranteed | ||||||||||||||||
CMB | 1/7/2020 | 30/9/2020 | Outstanding | Gold Linked Three Interval | RMB200,000,000 | Fixed term of | Principal guaranteed with | 1.35% or | Note (d) | |||||||
Structural Deposit | 91 days | minimum return | 3.05% or | |||||||||||||
(3 months) | guaranteed, principal | 3.25% | ||||||||||||||
guaranteed | ||||||||||||||||
CMB | 13/7/2020 | 21/12/2020 | Outstanding | CMB Ruijinshi Product | RMB100,000,000 | Fixed term of | Non-principal guaranteed with | 3.7-4.2% | Note (f) | |||||||
161 days | floating return, low risk | |||||||||||||||
ICBC | 29/5/2020 | 14/7/2020 | Redeemed | TLB Net Value Wealth | RMB140,000,000 | No fixed term | Non-principal guaranteed with | 2.99% | Note (g) | |||||||
Managent Products | floating return, very low | |||||||||||||||
risk | ||||||||||||||||
BOC | 11/5/2020 | 9/11/2020 | Outstanding | BOC Stable Ronghui Series | RMB5,000,000 | Fixed term of | Non-principal guaranteed with | 3.53% | Note (h) | |||||||
182 days | floating return, low risk | |||||||||||||||
BOC | 12/5/2020 | 10/11/2020 | Outstanding | BOC Stable Ronghui Series | RMB1,000,000 | Fixed term of | Non-principal guaranteed with | 3.53% | Note (h) | |||||||
182 days | floating return, low risk | |||||||||||||||
BOC | 21/5/2020 | 22/6/2020 | Redeemed | Linked Structural Deposit | RMB240,000,000 | Fixed term of | Principal guaranteed with | 3.50% | Note (i) | |||||||
32 days | minimum return | |||||||||||||||
guaranteed, principal | ||||||||||||||||
guaranteed | ||||||||||||||||
BOC | 3/7/2020 | 5/8/2020 | Redeemed | Linked Structural Deposit | RMB100,000,000 | Fixed term of | Principal guaranteed with | 1.3% or | Note (j) | |||||||
33 days | minimum return | 3.18% | ||||||||||||||
guaranteed, principal | ||||||||||||||||
guaranteed | ||||||||||||||||
BOC | 3/7/2020 | 7/8/2020 | Redeemed | BOC Capital Guaranteed | RMB100,000,000 | Fixed term of | Principal-guaranteed and | 2.10% | Note (k) | |||||||
Wealth Management | 35 days | income-guaranteed, | ||||||||||||||
Product | principal guaranteed | |||||||||||||||
BOC | 3/7/2020 | 4/9/2020 | Outstanding | BOC Capital Guaranteed | RMB50,000,000 | Fixed term of | Principal-guaranteed and | 2.10% | Note (k) | |||||||
Wealth Management | 63 days | income-guaranteed, | ||||||||||||||
Product | principal guaranteed | |||||||||||||||
BOC | 17/7/2020 | 21/7/2020 | Redeemed | BOC Wealth Growth | RMB250,000,000 | No fixed term | Non-principal guaranteed with | 2.42% | Note (l) | |||||||
Product | floating return, low risk | |||||||||||||||
BOC | 21/7/2020 | 18/11/2020 | Outstanding | BOC Stable Zhihui Series | RMB250,000,000 | Fixed term of | Non-principal guaranteed with | 3.55% | Note (h) | |||||||
120 days | floating return, low risk | |||||||||||||||
BOC | 10/8/2020 | 14/9/2020 | Outstanding | Linked Structural Deposit | RMB200,000,000 | Fixed term of | Principal guaranteed with | 1.5% or | Note (m) | |||||||
35 days | minimum return | 3.15% | ||||||||||||||
guaranteed, principal | ||||||||||||||||
guaranteed | ||||||||||||||||
ABC | 12/6/2020 | 17/7/2020 | Redeemed | Golden Key - Safety and | RMB161,550,000 | Fixed term of | Non-principal guaranteed with | 3.20% | Note (n) | |||||||
Benefit Product | 34 days | floating return, low risk | ||||||||||||||
ABC | 9/7/2020 | 13/8/2020 | Redeemed | Golden Key - Safety and | RMB30,000,000 | Fixed term of | Non-principal guaranteed with | 3.20% | Note (n) | |||||||
Benefit Product | 34 days | floating return, low risk | ||||||||||||||
ABC | 16/7/2020 | 17/9/2020 | Outstanding | Anxin Product | RMB222,920,000 | Fixed term of | Non-principal guaranteed with | 3.30% | Note (n) | |||||||
(62 days) | 62 days | floating return, low risk | ||||||||||||||
ABC | 21/7/2020 | 22/9/2020 | Outstanding | Anxin Product | RMB162,000,000 | Fixed term of | Non-principal guaranteed with | 3.30% | Note (n) | |||||||
(62 days) | 62 days | floating return, low risk | ||||||||||||||
ABC | 23/7/2020 | 13/8/2020 | Redeemed | Anxin Lingdong Product | RMB50,000,000 | Fixed term of | Non-principal guaranteed with | 3.20% | Note (o) | |||||||
(20 days) | 20 days | floating return, low risk |
- The currency of investment and return of all wealth management products are RMB
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Notes:
- The relevant wealth management products invest mainly in money market assets, financial instruments and assets of fixed income, the portfolios of non-standardized debt assets and others.
- The relevant wealth management products invest in financial assets and financial instruments with high credit ratings and good liquidity in interbank and exchange markets, including but not limited to bonds, asset-backed securities, capital borrowing, reverse repurchase, bank deposits, and investment trust schemes, asset management schemes and other financial assets.
- The relevant wealth management products invest in financial assets and financial instruments with high credit ratings and good liquidity in interbank and exchange markets, including but not limited to bonds, asset-backed securities, capital borrowing, reverse repurchase, bank deposits, income receipts of securities dealers and investment trust schemes, asset management schemes (trust beneficiary rights of non-performing credit assets inclusive) and other financial assets.
- The opening price of the relevant wealth management products is the XAU/USD fixing price at 14 : 00 Beijing time announced on the BFIX interface of Bloomberg Terminal on the interest commencement date; the gold price on the expiration observation date is the afternoon fixing price announced by the London Bullion Market Association on the deposit observation date.
- The relevant wealth management products invest in financial assets and financial instruments of interbank and exchange markets, including but not limited to bonds, interbank negotiable certificates of deposit, assets backed securities, bank deposits, placements with banks and assets held under resale agreements etc.
- The relevant wealth management products invest in the following financial assets and financial instruments, including but not limited to 1. fixed income category, and 2. direct or indirect investments in derivative financial instruments, including but not limited to treasury bond futures, interest rate swaps, etc.
- The relevant wealth management products mainly invest in the following fixed-income assets in compliance with regulatory requirements, including but not limited to bonds, deposits, money market funds, bond funds, pledged and buyout repurchases, and investment in banker's acceptances. Moreover, the relevant wealth management products may be used in arrangements such as pledge of deposit and repurchase of bonds due to the demand of liquidity.
- The relevant wealth management products directly invest or indirectly invest in the following investment subject through various asset management products in compliance with regulatory requirements include: 1. money market instruments; 2. fixed income securities; 3. non-standardised assets that met regulatory requirements; 4. other financial investment instruments approved by the regulatory authorities.
- The relevant wealth management products are linked structural deposit. The linked indicator is USD/CHF spot exchange rate.
- The relevant wealth management products are linked structural deposit. The linked indicator is AUD/USD spot exchange rate.
- The relevant wealth management products invest in the following items, including: treasury bonds, central bank bills, financial bonds; bank deposits, negotiable certificate of deposit (NCD), bond repurchase, inter-bank borrowings; enterprise bonds with high credit rating, corporate bonds
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(including short-term corporate bonds of securities company), short-term commercial paper, super short-term commercial paper, medium-term notes, asset-backed securities and private placement of debt financial instruments. The scope of investment includes the asset management plan of securities dealers of the above financial assets, asset management plan of fund companies and trust scheme; and other financial assets of low risks and high liquidity within the limits permitted by laws, regulations and regulatory requirements. Of which, the proportion of its bond and asset investments is 0-80%, while the proportion of its financial assets investments such as inter-bank borrowings, debts repurchase, bank deposits, NCD, asset management plan of securities dealers, asset management plan of fund companies and trust scheme is 10%- 90%. BOC may adjust the above investment proportions by increasing or decreasing no more than 10 percentage points independently based on its own business judgment.
- The relevant wealth management products mainly invest in: 1. money market instruments; 2. fixed income securities; 3. other financial investment instruments approved by the regulatory authorities. The relevant wealth management products do not invest in non-standardized debt assets and asset class of equity such as stocks and warrants.
- The relevant wealth management products are linked structural deposit. The linked indicator is EUR/USD spot exchange rate.
- The relevant wealth management products mainly invest in domestic and foreign money market instruments with fixed risks and income, including government bonds, financial bonds, central bank bills, money market instruments, credit bonds, inter-bank funding business with low risks and swap transaction, as well as investment instruments with fixed income issued by commercial banks or other qualified institutions. This wealth management product will invest in non-standard debts, trust plans and other types of investment products that comply with regulatory requirements, with approximately 20-80% of its funds invested in government bonds, central bank bills, financial bonds, repurchases, credit bonds, cash and deposits, and approximately 20-80% of its fund invested in money market instruments, investment trust scheme, non-standard debts and other investment instruments with fixed income. Such investment proportions may vary in the range of -10% to 10%, as ABC may adjust the investment portfolio in accordance with the trend and dynamic of the related investment markets.
- The relevant wealth management products mainly invest in domestic and foreign money market instruments with fixed risks and income, including government bonds, financial bonds, central bank bills, money market instruments, credit bonds with higher credit rating, debt financing instruments under private placement, inter-bank funding business with low risks and swap transaction, as well as investment instruments with fixed income issued by commercial banks or other qualified institutions. This wealth management product will invest in non-standard debts, trust plans and other types of investment products that comply with regulatory requirements, with approximately 20-40% of its funds invested in government bonds in inter-bank bonds market, central bank bills, financial bonds, repurchases, credit bonds with high credit rating, debt financing instruments under private placement, cash and deposits, and approximately 60-80% of its fund invested in money market instruments, investment trust scheme, non-standard debts and other investment instruments with fixed income. Such investment proportions may vary in the range of -10% to 10%, as ABC may adjust the investment portfolio in accordance with the trend and dynamic of the related investment markets.
As at the date of this announcement, the aggregated outstanding principal amount of the Group's respective wealth management products of ABC, BOC, CITIC, CMB and ICBC was RMB384.92 million, RMB506.00 million, RMB200.00 million, RMB446.51 million and RMB110.00 million, respectively.
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BASIS OF DETERMINATION FOR THE CONSIDERATION
The Directors confirmed that the considerations of the Subscriptions were determined on the basis of commercial terms negotiated at arm's length between the Company and each of ABC, BOC, CITIC, CMB and ICBC, having considered the then available surplus cash of the Company for treasury management purpose.
REASONS FOR AND BENEFITS OF PURCHASING THE WEALTH MANAGEMENT PRODUCTS
Each of the Wealth Management Products is characterised by its nature of convenient trading with satisfactory liquidity, and the Subscriptions were used by the Company for treasury management purpose in order to maximize its return on the surplus cash received from its business operations. The Group expects that the Wealth Management Products will earn a better yield than current deposits generally offered by commercial banks in the PRC while at the same time offer flexibility to the Group in terms of treasury management. As such, the Directors (including independent non-executive Directors) are of the view that the terms of each of the relevant wealth management products are fair and reasonable, and are on normal commercial terms and each subscription is in the interests of the Company and the Shareholders as a whole.
The Group implemented adequate and appropriate internal control procedures to ensure the subscriptions would not affect the working capital or the operations of the Group, and that such investments would be conducted on the principle of protecting the interests of the Group and the Shareholders as a whole.
PARTIES INFORMATION
Information on the Group
The Group is principally engaged in the provision of general hospital services, hospital management services and Group Purchasing Organization (GPO) business in the PRC, with its headquarters located in Beijing.
Information on ABC
ABC is a licensed bank incorporated under the laws of the PRC and is engaged in, amongst others, corporate banking, investment banking and investment management.
Information on BOC
BOC is a licensed bank incorporated under the laws of the PRC and is engaged in, amongst others, corporate banking, investment banking, asset management and wealth management businesses.
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Information on CITIC
CITIC is a licensed bank incorporated under the laws of the PRC and is engaged in, amongst others, corporate finance, retail finance, financial markets and other businesses.
Information on CMB
CMB is a licensed bank incorporated under the laws of the PRC and is engaged in, amongst others, corporate banking, investment banking and investment management.
Information on ICBC
ICBC is a licensed bank incorporated under the laws of the PRC and is engaged in, amongst others commercial bank business.
LISTING RULES IMPLICATIONS
As each of (i) ABC Wealth Management Products, (ii) BOC Wealth Management Products, (iii) CITIC Wealth Management Products, (iv) CMB Wealth Management Products, and (v) ICBC Wealth Management Products were subscribed with the same banks and are of similar nature, in each case, the corresponding outstanding principal amounts of each bank at the relevant period have been aggregated as if there were one transaction with that bank for the purpose of calculating the relevant percentage ratios pursuant to Rule 14.22 of the Listing Rules. As the applicable percentage ratios, on an aggregate basis, in respect of the highest aggregated outstanding principal amount of each of the (i) ABC Wealth Management Products, (ii) BOC Wealth Management Products, (iii) CITIC Wealth Management Products, (iv) CMB Wealth Management Products, and (v) ICBC Wealth Management Products at the relevant period exceed 5% but are less than 25%, therefore the Subscriptions constitute discloseable transactions of the Company for the purpose of the Listing Rules and are subject to the notification and announcement requirements but exempt from the Shareholders' approval requirement under Chapter 14 of the Listing Rules.
The Company should have complied with the relevant notification and announcement requirements under Rule 14.34 of the Listing Rules in respect of each of the (i) ABC Wealth Management Products, (ii) BOC Wealth Management Products, (iii) CITIC Wealth Management Products, (iv) CMB Wealth Management Products, and (v) ICBC Wealth Management Products as and when such obligations arose. Regrettably, the Company acknowledges that such compliance with the Listing Rules has been delayed due to its unintentional oversight. The failure to make timely disclosure was due to a misunderstanding that the nature of these Wealth Management Products was akin to a bank deposit, which would not constitute transaction(s) defined under Chapter 14 of the Listing Rules, taking into account the relatively low-risk and flexible redemption nature of these Wealth Management Products. Recently, upon preparation of the Company's interim report and devising business plans ahead, relevant business units revisited
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relevant transactions, and sought advices from the Board and professional advisers on the Listing Rules implications. Accordingly, the Company is advised to publish this announcement with Board's approval as soon as practicable.
REMEDIAL ACTIONS
The Company deeply regrets its non-compliance with the Listing Rules but the Company would like to stress that the delay in compliance with the Listing Rules was inadvertent and unintentional. To prevent similar cases from occurring in the future, the Company has implemented the following remedial actions with immediate effect:
- In preparing for the 2020 interim report, the Company has conducted a comprehensive review and self-examination of the purchase of wealth management products in 2020, and hereby makes a supplementary announcement on all financial products that should have been disclosed but were not previously disclosed;
- With the assistance of the legal advisers, the Company further understands the definition of a wealth management product and will also adopt and circulate the relevant internal guidelines, to remind the responsible staff, senior management and Directors and strengthen their understanding to identify the circumstances which are expected to trigger the announcement requirement under the Listing Rules and potential problems at an early stage to avoid the recurrence of such matters;
- The Company will circulate a detailed guideline relating to notifiable and connected transactions under the Listing Rules and offer more regular training to remind the responsible staff, senior management and Directors in order to strengthen and reinforce their existing knowledge relating to notifiable and connected transactions, as well as their ability to identify potential issues at early stage;
- The Company will work more closely with its internal legal advisers on compliance issues; and
- The Company shall, as and when appropriate and necessary, consult other professional adviser before entering into any potential notifiable transaction.
Going forward, the Company will continue to comply with the management procedures of its investments on wealth management products and make such disclosure in a timely manner to ensure compliance with the Listing Rules.
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DEFINITIONS | |
''ABC'' | Agricultural Bank of China (中國農業銀行), a licensed bank |
incorporated under the laws of the PRC; | |
''ABC Wealth | The wealth management products offered by ABC and |
Management | subscribed by the Company as set out in the table of this |
Products'' | announcement; |
''AUD'' | Australian dollars, the lawful currency of the Commonwealth of |
Australia; | |
''Board'' | the board of Directors of the Company; |
''BOC'' | Bank of China Limited (中國銀行股份有限公司), a licensed bank |
incorporated under the laws of the PRC; | |
''BOC Wealth | The wealth management products offered by BOC and |
Management | subscribed by the Company as set out in the table of this |
Products'' | announcement; |
''CHF'' | Swiss Franc, the lawful currency of the Swiss Confederation; |
''CITIC'' | China CITIC Bank (中信銀行), a licensed bank incorporated |
under the laws of the PRC; | |
''CITIC Wealth | The wealth management products offered by CITIC and |
Management | subscribed by the Company as set out in the table of this |
Products'' | announcement; |
''CMB'' | China Merchants Bank Co., Ltd (招商銀行股份有限公司), a |
licensed bank incorporated under the laws of the PRC; | |
''CMB Wealth | The wealth management products offered by CMB and |
Management | subscribed by the Company as set out in the table of this |
Products'' | announcement; |
''Company'' | China Resources Medical Holdings Company Limited, a |
company incorporated in the Cayman Islands with limited | |
liability, the shares of which are listed on the Main Board of | |
the Stock Exchange (stock code: 1515); | |
''Director(s)'' | the director(s) of the Company; |
''EUR'' | Euro, the lawful currency adopted by 19 of 27 member states of |
the European Union; | |
''Group'' | the Company and its subsidiaries; |
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''Hong Kong'' | the Hong Kong Special Administrative Region of the PRC; |
''ICBC'' | Industrial and Commercial Bank of China Limited (中國工商銀 |
行股份有限公司), a licensed bank incorporated under the laws of | |
the PRC; | |
''ICBC Wealth | The wealth management products offered by ICBC and |
Management | subscribed by the Company as set out in the table of this |
Products'' | announcement; |
''Independent Third | third party(ies) independent of, and not connected with, the |
Party(ies)'' | Company and its connected persons (as defined under the |
Listing Rules); | |
''Listing Rules'' | the Rules Governing the Listing of Securities on the Stock |
Exchange; | |
''PRC'' | the People's Republic of China which, for the purpose of this |
announcement, does not include Hong Kong, Macau Special | |
Administrative Region and Taiwan; | |
''RMB'' | Renminbi, the lawful currency of the PRC; |
''Share(s)'' | The ordinary share(s) of the Company; |
''Shareholder(s)'' | holder(s) of Share(s); |
''Stock Exchange'' | The Stock Exchange of Hong Kong Limited; |
''Subscriptions'' | subscription of the Wealth Management Products by the |
Company; |
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''USD'' | the United States dollars, the lawful currency of the United |
States of America; | |
''Wealth Management | ABC Wealth Management Products, BOC Wealth Management |
Products'' | Products, CITIC Wealth Management Products, CMB Wealth |
Management Products, and ICBC Wealth Management | |
Products; and | |
''%'' | percentage. |
By order of the Board | |
China Resources Medical Holdings Company Limited | |
CHENG Libing | |
Executive Director and Chief Executive Officer |
Beijing, August 28, 2020
As at the date of this announcement, the Board comprises Mr. WU Ting Yuk, Anthony, Mr. KWONG Kwok Kong, Ms. CHIU Kam Hing Kathy and Mr. LEE Kar Chung Felix as independent non-executive Directors; Mr. WANG Yan as non-executive Director; Mr. SONG Qing, Mr. CHENG Libing, Ms. REN Yuan and Ms. FU Yanjun as executive Directors.
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China Resources Phoenix Healthcare Holdings Co. Ltd. published this content on 28 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 August 2020 14:23:13 UTC