HNA Group
HNA Group (International) Company Limited (incorporated with limited liability in Hong Kong) CNY 1,250,000,000 8.00% Guaranteed Bonds due 2017 unconditionally and irrevocably guaranteed by HNA Group Co., Limited (incorporated with limited liability in the People’s Republic of China) Issue Price: 100%
Offering Circular dated 6 November 2014
In 2008, Haikou New Town Construction & Development Co., Ltd. transferred its 88.89% stake of the Company’s shareholdings to Hainan Traffic Control Holding Co., Ltd. and Yangpu Construction Investment Co., Ltd., while Guangzhou Construction Investment Co., Ltd. transferred 3.33% of the Company’s shareholdings to Yangpu Construction Investment Co., Ltd. Currently, Hainan Traffic Control Holding Co., ltd. is the Company’s parent company, holding 70% of the Company’s shareholdings. In 2010, the Company’s shareholders injected new capital, which had no effect to the previous shareholding percentages, and increased the registered capital and paid-in capital of the Company to RMB6,271,800. The ultimate major beneficial shareholder of the Guarantor is the Trade Union Committee of Hainan Airlines Co., ltd.
2
AID Partners Capital Holdings Limited (汇友资本控股有限公司) * (Incorporated in Cayman Islands with limited liability) (Stock Code: 8088) (1) VERY SUBSTANTIAL ACQUISITION AND CONNECTED TRANSACTION IN RELATION TO THE ACQUISITION OF THE HMV IP RIGHTS AND THE TARGET BUSINESS;
16 October 2015
Hong Kong HNA Holding Group Co. Limited is wholly-owned by HISEA INTERNATIONAL CO., LTD.
(“HISEA” ). HISEA is wholly-owned by HNA Holding Group Co., ltd. (“HNA Holding” ). HNA Holding is owned as to approximately 72% by HNA Group Co., Ltd. (“HNA Group” ). HNA Group is approximately 70% owned by Hainan Traffic Administration Holding Co., Ltd (“Hainan Traffic”). Hainan Trafficis approximately 50% owned by Tang Dynasty Development (Yangpu) Co., Ltd (“Tang Dynasty” ). Tang Dynasty is approximately 65% owned by Hainan Province Cihang Foundation and 35% owned by Tang Dynasty Development Co., ltd .. Tang Dynasty Development Co., ltd. is approximately 98% owned by Pan-American Aviation Holding Company which is in tum 100% beneficially owned by Bharat Sharatchandra BHISE
See note 4 Page 181
http://www.hkexnews.hk/listedcollistconews/GEM/2015/1016/GLN20151 016013.pdf
3
FORMS RELATING TO LISTING FORM F The Growth Enterprise Market (GEM) Company Information Sheet.
AID Partners Capital Holdings Limited
30 November 2015
Note 1: Hong Kong HNA Holding Group Co. Limited is wholly-owned by Hisea International Co., Ltd.(“Hisea”). Hisea is wholly-owned by HNA Group Holding Co., Ltd. (“HNA Holding”). HNA Holding is owned as to approximately 72% by HNA Group Company Limited (“HNA Group”) and 28% by HNA Capital Group Co., Ltd (“HNA Capital” ). HNA Capital is wholly-owned by HNA Group. HNA Group is owned as to approximately 70% by Hainan Traffic Administration Holdings Company Limited (“Hainan Traffic”). Hainan Traffic is owned as to approximately 50% by Sheng Tang Development (Yangpu) Company Limited (“Sheng Tang”). Sheng Tang is owned as to 65% Hainan Province Cihang Foundation and 35% by Tang Dynasty Development Company Limited (“Tang Dynasty”). Tang Dynasty is owned as to approximately 98% by Pan-American Aviation Holding Company Limited, which is in tum 100% beneficially owned by Jun Guan.
Note 1 Page2
http://www.hkexnews.hkllistedcollistconews/GEM/201511130/GLN20151130063.pdf
4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
March 15, 2017
(Date of Event Which Requires Filing ofThis Statement)
HNA Group is a People’s Republic of China (“‘PRC”) company. HNA Group is a conglomerate holding investments in airlines, hotels, shipping, logistics, banking and leasing companies. HNA Group is majority-owned by Hainan Traffic Administration Holding Co. Ltd., a PRC company (“Hainan Traffic”). Hainan Traffic is 50"/o owned by Sheng Tang Development (Yangpu) Co., Ltd., a PRC company (“Sheng Tang”). Sheng Tang is majority-owned by Hainan Province Cihang Foundation, a PRC non-profit organization (“Cihang”). None of Hainan Traffic, Sheng Tang or Cihang exercises control over HNA Group or has any voting or dispositive power with respect to any shares of Common Stock.
https://www.sec.gov/Archives/edgar/data/1617406/0001193125 17095631/d258653dsc13d.htm
5
Trailer Services
TRAILERMADE SOLUTIONS
ANNUAL REPORT 2016
At 31 December 2016 the Company’s ultimate majority shareholders are the Hainan Airlines Company Limited Employees Union Committee (-“HNA Employees Union”) and the Hainan Province Cihang Foundation (-“Cihang”). The HNA Employees Union, established on 10 February 1993 in accordance with the China Labor Union Law and the Civil Procedural Law of China, is a legal person organised for the sole benefit of all employees of Hainan Airlines Company Limited, a public air carrier duly licensed by the relevant Chinese government authorities, and a company listed and traded on China’s Shanghai Stock Exchange (stock number 600221 ). Cihang, stablished on 8 October 2010 in accordance with China’s Foundation Control Measures Law, is a legal person organised for the sole purpose of engaging in charitable and educational activities and no individuals are permitted to have or entitled to any benefit under this foundation. HNA Employees Union and Cihang are based in both Beijing and Hainan Province.
Page 54
http://www.interest.eo.nz/sites/default/files/embedded_images/Annual-Report-2016 _TIP .pdf
4
HNA Aviation is directly held and controlled by HNA Group. HNA Group is directly and indirectly controlled by Hainan Airlines Company Limited Employees Union Committee (“HNA Employees Union”) and Hainan Province Cihang Foundation (“Cihang Foundation”), which together own approximately 70.25% ownership interest in HNA Group. Two individuals own the remaining approximately 29.75% of HNA Group. HNA Employees Union is a legal person organized under the laws of The People’s Republic of China, doing business for the sole benefit of all employees of Hainan Airlines Company Limited (“Hainan Airlines”), an air carrier duly licensed by the relevant Chinese authorities, and a public company the shares of which are listed and traded on China’s Shanghai Stock Exchange (SSE- Shanghai Stock Exchange). Under the relevant Chinese law including the Labor Union Law of The People’s Republic of China, all current employees of Hainan Airlines automatically become members and beneficiaries of HNA Employees Union. Hainan Airlines currently has approximately ten thousand employees.
Therefore no single employee owns more than 3% of beneficial interest in such union. HNA Employees Union indirectly owns approximately 47.50% of HNA Group. Cihang Foundation is a non-profit organization and does not have any individual owners. All its assets and all revenues derived from such assets are owned exclusively by Cihang Foundation and must be used to serve charitable and educational purposes. If Cihang Foundation is dissolved, all its assets must be transferred to another foundation with similar functions and purposes in accordance with its charter and the Foundation Control Measures Law of The People’s Republic of China. Cihang Foundation indirectly owns approximately 22.75% of HNA Group. Bharat Bhisé, a citizen and resident of the United States of America and living in New York City, indirectly owns approximately 17.40% of HNA Group. Jun Guan, a citizen and resident of The People’s Republic of China, living in Beijing, China, indirectly owns approximately 12.35% of HNA Group.
Public Tender Offer by HNA Aviation (Hong Kong) Air Catering Holding Co. Ltd., Hong Kong for all publicly held registered shares with a nominal value of CHF 5.00 each of gategroup Holding Ltd, Kloten, Swilzefland
Offer Prospectus dated 20 May 2016 (“Offer Prospectus”)
Copy obtained at http://www.takeover.ch/lang/en. A searchable database. Click on the search tab at the left, enter HNA as a ‘parties involved’. Then click on Gategroup. Then click on offer proospectus.. Then scroll to page 12.
