Chow Tai Fook Jewellery Group Limited (Chow Tai Fook) has reached an agreement with New World Development Company Limited (NWD) to extend their Master Leasing and Licensing Agreement for three years from 1 July 2026 to 30 June 2029.
Key terms 1. Scope: The framework covers leases, tenancies, licensing, concession and other collaborations involving retail shops, shop-in-shops and counters between members of Chow Tai Fook and NWD. 2. Annual caps: • FY2027 – HK$233 million for right-of-use asset recognition and HK$58 million for lease-related expenses, totalling HK$291 million. • FY2028 – HK$156 million and HK$55 million, totalling HK$211 million. • FY2029 – HK$172 million and HK$55 million, totalling HK$227 million. The caps reflect expected rentals on renewal of existing sites, estimated rents for new premises and prevailing market rates. 3. Pricing mechanism: Each definitive lease or licence will be negotiated at arm’s length, benchmarked against at least one market comparable and supported by independent valuation certificates. 4. Internal controls: Annual reviews by independent non-executive directors and external auditors, coupled with regular market monitoring, aim to ensure terms are no less favourable to Chow Tai Fook than those offered by independent third parties.
Historical utilisation • FY2024: HK$119 million • FY2025: HK$11 million • 10 months to 31 Jan 2026: HK$36 million
Regulatory status Because CTF Enterprises is a substantial shareholder of Chow Tai Fook and controls 30% of NWD, the transactions constitute continuing connected transactions under Chapter 14A of the Hong Kong Listing Rules. The highest applicable percentage ratio is above 0.1% but below 5%, subjecting the transactions to reporting, annual review and announcement requirements only; no independent shareholders’ approval is required.
Board approval Directors who also sit on NWD’s board abstained from voting; the remaining directors, including independent non-executive directors, approved the renewal and deemed the terms and annual caps fair, reasonable and in the interests of shareholders.
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