0175 Geely Automobile Holdings Limited Annual Report 2011

Annual Report 2011Geely Automobile Holdings Limited6. Services Agreement between the Company and Geely HoldingPursuant to the Services Agreement dated 20 August 2009, Geely Holding and its subsidiaries (collectively, the“Geely Holding Group”) agreed to (a) sell to Geely Automobile Holdings Limited (the “Company”) and its subsidiaries(collectively, the “Group”) the processed automobile parts and components; and (b) purchase of (i) automobileparts and components, (ii) brakes, and (iii) pressing parts, engines and transmissions from the Group.The aforesaid continuing connected transactions have been reviewed by the independent non-executive directorsof the Company. The independent non-executive directors confirmed that the aforesaid connected transactionswere entered into (a) in the ordinary and usual course of business of the Group; (b) either on normal commercialterms or on terms no less favourable to the Group than terms available to or from independent third parties; (c) inaccordance with the relevant agreements governing them on terms that are fair and reasonable and in the interestsof the shareholders of the Company as a whole; and (d) had been determined to be RMB33.503 million for salesof processed automobile parts and components and purchases of (i) automobile parts and components, (ii) brakes,and (iii) pressing parts, engines and transmissions which did not exceed the annual cap of RMB1,394.752 millionfor sales of processed automobile parts and components and purchases of (i) automobile parts and components,(ii) brakes, and (iii) pressing parts, engines and transmissions for the year ended 31 December 2011 as approvedby the Stock Exchange and the Independent Shareholders.Based on the work performed, the auditors of the Company have confirmed that the aforesaid continuing connectedtransactions (a) have been approved by the board of directors of the Company; (b) have been entered into inaccordance with the terms of the relevant agreements governing the transactions; and (c) had been determined tobe RMB33.503 million for sales of processed automobile parts and components and purchases of (i) automobileparts and components, (ii) brakes, and (iii) pressing parts, engines and transmissions which did not exceed theannual cap of RMB1,394.752 million for sales of processed automobile parts and components and purchases of(i) automobile parts and components, (ii) brakes, and (iii) pressing parts, engines and transmissions for the yearended 31 December 2011 as approved by the Stock Exchange and the Independent Shareholders.7. CBU Agreement between the Company and Geely HoldingPursuant to the CBU Agreement dated 20 August 2009, Geely Automobile Holdings Limited (the “Company”) andits subsidiaries (collectively, the “Group”) agreed to sell to Geely Holding and its subsidiaries (collectively, the “GeelyHolding Group”) the complete buildup units (CBUs), in accordance with the product and service specificationsset out in the CBU Agreement.The aforesaid continuing connected transactions have been reviewed by the independent non-executive directorsof the Company. The independent non-executive directors confirmed that the aforesaid connected transactionswere entered into (a) in the ordinary and usual course of business of the Group; (b) either on normal commercialterms or on terms no less favourable to the Group than terms available to or from independent third parties; (c)in accordance with the relevant agreements governing them on terms that are fair and reasonable and in theinterests of the shareholders of the Company as a whole; and (d) had been determined to be RMB81.793 millionfor sales of CBUs which did not exceed the annual cap of RMB264 million for sales of CBUs for the year ended31 December 2011 as approved by the Stock Exchange and the Independent Shareholders.Based on the work performed, the auditors of the Company have confirmed that the aforesaid continuing connectedtransactions (a) have been approved by the board of directors of the Company; (b) have been entered into inaccordance with the terms of the relevant agreements governing the transactions; and (c) had been determinedto be RMB81.793 million for sales of CBUs which did not exceed the annual cap of RMB264 million for salesof CBUs for the year ended 31 December 2011 as approved by the Stock Exchange and the IndependentShareholders.49