On 30 October 2025, COSCO SHIPPING International (Hong Kong) Co., Ltd. (00517) (“COSCO SHIPPING International”) disclosed that its existing continuing connected transaction arrangements (the “Existing Agreements”) will expire on 31 December 2025. In anticipation of future business needs, COSCO SHIPPING International entered into five new agreements: (1) the New Master Supply Agreement; (2) the New Financial Services Master Agreement; (3) the New Master Purchase Agreement; (4) the New Management Services Master Agreement; and (5) the New Master Tenancy Agreement.
The New Master Supply Agreement covers marine and general insurance brokerage services, shipping services, and sale of materials to COSCO SHIPPING (Hong Kong) Co., Limited and its associates (the “COSCO SHIPPING Group”), effective from 1 January 2026 to 31 December 2028. The annual caps for these transactions are set at HK$3,112,000,000, HK$3,279,000,000, and HK$3,467,000,000 for 2026, 2027, and 2028, respectively. As the applicable percentage ratios exceed 5% annually, relevant transactions are subject to reporting, announcement, shareholders’ approval, and annual review under Chapter 14A of the Listing Rules.
The New Financial Services Master Agreement, also effective from 1 January 2026 to 31 December 2028, includes deposit services, loan services (on normal commercial terms and unsecured), and other financial services to be provided by 中遠海運集團財務有限責任公司 (COSCO SHIPPING Finance Co. Limited). The daily deposit (including accrued interests and fees) caps stand at RMB810,000,000, RMB815,000,000, and RMB820,000,000 for 2026, 2027, and 2028, respectively, while the daily loan balances (including accrued interests and fees) are capped at RMB150,000,000, RMB170,000,000, and RMB200,000,000. The deposit and other financial services (except loan services) constitute both continuing connected and discloseable transactions because the applicable percentage ratios exceed 5% but fall below 25%.
Additionally, COSCO SHIPPING International entered into (1) the New Master Purchase Agreement, capping at HK$70,000,000 (2026), HK$82,000,000 (2027), and HK$97,000,000 (2028); (2) the New Management Services Master Agreement, capping at HK$57,000,000 (2026), HK$61,000,000 (2027), and HK$66,000,000 (2028); and (3) the New Master Tenancy Agreement, capping at HK$48,000,000 (2026), HK$51,000,000 (2027), and HK$54,000,000 (2028). Each of these three agreements is subject to reporting, announcement, and annual review but is exempt from shareholder approval, as the applicable percentage ratios exceed 0.1% but are less than 5%.
According to the announcement, a special general meeting (SGM) will be convened for independent shareholders to consider and vote on the Non-exempt Continuing Connected Transactions. These include the New Master Supply Agreement and the New Financial Services Master Agreement (except the portion concerning loan services). A circular containing additional details, the relevant independent financial adviser’s opinion, and the SGM notice is expected to be dispatched to shareholders on or before 20 November 2025.
COSCO SHIPPING International highlights that entering into these new agreements strengthens its operational ties with the COSCO SHIPPING Group. The board of directors states that the arrangements are conducted on normal commercial terms, are in the ordinary and usual course of business, and will help maintain stable relationships with business partners, secure market share, and enhance service efficiencies.
The announcement reaffirms that each transaction’s terms, pricing policies, and annual caps have been carefully evaluated. Internal control mechanisms, including a connected transaction coordination working team and monthly monitoring of transaction amounts, are in place to ensure compliance with the Listing Rules. Meanwhile, COSCO SHIPPING International reiterates that no director involved has a material interest in these transactions.
Overall, these new agreements allow COSCO SHIPPING International to continue relevant shipping services, financial services, and administrative arrangements with the COSCO SHIPPING Group from 2026 through 2028. The Non-exempt Continuing Connected Transactions will proceed subject to the approval of independent shareholders at the upcoming SGM, while the remaining agreements will follow their respective compliance requirements under Chapter 14A of the Listing Rules.
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