NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
28 MATERIAL RELATED PARTY AND CONNECTED TRANSACTIONS (Continued)
(b) Other material related party and connected transactions (Continued)
(xii)
(xiii)
In May 2017, a loan facility agreement was entered into among, among others, a joint venture company (the "Joint Venture Company") (as borrower), held indirectly by the Company as to 50% and the joint venture partner as to 50%, the Company (as guarantor), related companies of the joint venture partner (as guarantor and obligor), and the financial institutions named therein (as lenders) in relation to a term loan facility in the aggregate principal amount of HK$3,000,000,000 for the purpose of financing and refinancing the demolition cost, construction cost and professional fees in relation to the development on Tuen Mun Town Lot No. 547 located at Castle Peak Road, Castle Peak Bay, Area 48, Tuen Mun, New Territories, Hong Kong and the selling and marketing expenses in relation thereto (the "Loan Facility"). The Loan Facility is secured by, among others, a corporate guarantee in respect of 50% of the Loan Facility and a funding undertaking for project cost overrun (with completion guarantee) given by the Group (on a several basis and pro rata to the Group's 50% equity interest in the Joint Venture Company), as well as a share charge in respect of the issued share capital of the Joint Venture Company and a deed of subordination and assignment in respect of all indebtedness currently owing and which may in future become owing by the Joint Venture Company to its shareholders.
At 31 December 2018, HLD, a substantial shareholder (as defined in the Listing Rules) of the Company is interested in approximately 33.41% (2017: 33.41%) of the total number of issued shares of the Company.
Dr. Lee Shau Kee, being a director of the Company, is deemed to have been interested in the above transactions (except note 28(b)(xii)) as a deemed controlling shareholder of HLD.
To the extent the above transactions (except note 28(b)(xii)) constituted connected transactions (as defined in the Listing Rules), the Group had complied with the relevant requirements under Chapter 14A of the Listing Rules.
(c) Applicability of the Listing Rules relating to connected transactions
The related party transactions in respect of notes 28(b)(v), (vi), (vii), (viii), (ix), (x) and (xi) above constitute connected transactions and/or continuing connected transactions (as defined in Chapter 14A of the Listing Rules). The disclosures required by Chapter 14A of the Listing Rules are provided in the paragraph headed "Connected Transactions" in the Report of the Directors as set out in the Company's annual report for the year ended 31 December 2018.
Hong Kong Ferry (Holdings) Company Limited Annual Report 2018
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