AGP.L Regulatory News (AGP)

22 Jan 2007 17:01

Asian Growth Properties Limited22 January 2007 22nd January, 2007 ASIAN GROWTH PROPERTIES LIMITED RELATED PARTY TRANSACTIONS - LEASES OF DAH SING FINANCIAL CENTRE, HONG KONG The Board of Asian Growth Properties Limited (the "Company") (AIM Stock Code:AGP), the Hong Kong based property and investment company, announces thefollowing related party transactions of the Company relating to the leases ofcertain areas of Dah Sing Financial Centre, Hong Kong. (1) NEW LEASE Wing Siu Company Limited ("Wing Siu"), an indirect wholly-owned subsidiary ofthe Company as Landlord entered into a lease ("Lease 1") with South-East AsiaInvestment And Agency Company, Limited ("SEAI") as Tenant on 22nd January, 2007,pursuant to which Wing Siu agreed to let to SEAI 26th Floor, Dah Sing FinancialCentre, 108 Gloucester Road, Wanchai, Hong Kong with a lettable area of about10,194 square feet as office premises for a term of three years commencing on1st October, 2006 and expiring on 30th September, 2009 (both days inclusive) ata monthly rent of HK$356,790.00 (equivalent to about GBP23,168.00), exclusive ofrates and service charges receivable by the Hong Kong Government and anindependent management company respectively. Following the completion of the acquisition by the Company of certain propertyassets in Hong Kong and mainland China (including Dah Sing Financial Centre)from S E A Holdings Limited ("SEAH") on 5th October, 2006 ("Completion"), WingSiu has become an indirect wholly-owned subsidiary of the Company. SEAI is adirect wholly-owned subsidiary of SEAH which in turn holds an effective 96.43%shareholding interest in the Company. Accordingly, SEAH is a substantialshareholder of the Company and SEAI is an associate of the substantialshareholder of the Company and the lease, the subject of Lease 1 constitutes arelated party transaction of the Company under the AIM Rules. The terms (including the monthly rent) of Lease 1 were negotiated and arrived aton an arm's length basis and in the ordinary and usual course of business of theCompany with reference to the prevailing market lease terms and conditions.Messrs. David Carr Mathewson, David Andrew Runciman and Richard Other Prickett,being directors of the Company who remain independent and have not been involvedin Lease 1 as related parties (as defined in the AIM Rules) consider, havingconsulted with Panmure Gordon (Broking) Limited, the nominated adviser of theCompany, that the terms of Lease 1 are fair and reasonable insofar as theshareholders of the Company are concerned. (2) EXISTING LEASE Reference is made to the lease dated 19th December, 2005 and entered intobetween Wing Siu as Landlord and SEAI as Tenant in relation to the letting byWing Siu to SEAI of 25th Floor, Dah Sing Financial Centre, 108 Gloucester Road,Wanchai, Hong Kong with a lettable area of about 10,194 square feet as officepremises for a term of three years commencing on 1st April, 2005 and expiring on31st March, 2008 (both days inclusive) at a monthly rent of HK$203,880.00(equivalent to about GBP13,239.00), exclusive of rates and service chargesreceivable by the Hong Kong Government and an independent management companyrespectively ("Lease 2"). For the same reason stated in the second paragraph of Section 1 headed "NewLease" above, upon Completion, Lease 2 has constituted a related partytransaction of the Company under the AIM Rules. The terms (including the monthly rent) of Lease 2 were negotiated and arrived aton an arm's length basis and in the ordinary and usual course of business ofWing Siu and SEAI with reference to the then prevailing market lease terms andconditions when Lease 2 commenced. Having taken into account of the matters disclosed above, Messrs. David CarrMathewson, David Andrew Runciman and Richard Other Prickett, being directors ofthe Company who remain independent and have not been involved in Lease 2 asrelated parties (as defined in the AIM Rules) consider, having consulted withPanmure Gordon (Broking) Limited, the nominated adviser of the Company, that theterms of Lease 2 are fair and reasonable insofar as the shareholders of theCompany are concerned. Note: An exchange rate of GBP1.00 = HK$15.40 has been used for the purpose of thisannouncement. For more information: Don Fletcher Tel: +61 414 693 968Asian Growth Properties Limited Richard Gray Tel: +44 207 459 3600Andrew PottsPanmure Gordon & Co Leesa Peters Tel: +44 207 429 6666Conduit PRleesa@conduitpr.com This information is provided by RNS The company news service from the London Stock Exchange