CMPort Entered into Agreements with Chiwan Wharf to further resolve Competition

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Number:1178

Release time:2017-08-24

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CMPort Entered into Agreements with Chiwan Wharf to further resolve Competition

 

      China Merchants Port Holdings Company Limited (“CMPort” or the “Company”, HKSE code: 0144) officially became the controlling shareholder of Shenzhen Chiwan Wharf Holdings Limited (“Chiwan Wharf”, SHE: 200022) in September 2012. Meanwhile, the Company has undertaken to implement measures to resolve competition between Chiwan Wharf and other CMPort's port assets in West Shenzhen, the Company has been actively planned and implemented solutions since then. On 23rd August 2017, CMPort and Chiwan Wharf have entered an entrustment agreement ("Entrustment Agreement") and a supplemental shareholder agreement ("Supplemental Shareholder Agreement"), which is a step towards the Company’s fulfillment of the above undertaking, and it also provides Chiwan Wharf the ability to exert greater influence over the business and operations of Mega Shekou Container Terminals Limited ("Mega SCT") and Media Port Investments Limited ("Media Port").

      23rd August 2017, the Company and Chiwan Wharf entered into the Entrustment Agreement, in which the Company entrusted Chiwan Wharf to exercise certain shareholder rights over the Company’s 80% interest in Mega SCT on the Company’s behalf. These rights include representing the Company to convene shareholders meeting of Mega SCT, representing the Company to attend shareholders meeting of Mega SCT and exercise voting rights subject to the terms of the Entrustment Agreement and representing the Company to nominate directors to the board of Mega SCT and its subsidiaries. The Entrustment Agreement is valid for three years, no fees will be payable by any party under the Entrustment Agreement.

      On the same day, CMPort entered into the Supplemental Shareholder Agreement through the Company's wholly owned subsidiaries with Chiwan Wharf, both parties agreed to, inter alia, provide Chiwan Wharf to appoint the chairman of the board of directors of Media Port. Media Port is the holding company of CMPort’s interest in each of Shenzhen Mawan Terminals Co., Ltd., Shenzhen Mawan Wharf Co., Ltd. and Shenzhen Mawan Port Service Co., Ltd.

      The Entrustment Agreement and the Supplemental Agreement will not have any financial impact on the Company as the Company's shares in Chiwan Wharf, Mega SCT and Media Port will remain unchanged.