Haier 2010 Annual Report Download - page 65

HAIER ELECTRONICS GROUP CO., LTD 海爾電器集團有限公司
REPORT OF THE DIRECTORS 董事會報告書
Annual Report 2010 二零一零年年報 63
CONNECTED TRANSACTIONS (Cont’d)
Continuing connected transactions (Cont’d)
Notes:
(i) The logistics services were charged on terms no less favourable
than those prevailing in the PRC market for services of similar kinds
and quality and those charged by the Group on independent third
parties.
(ii) The printing and packaging fee expenses were charged on terms no
less favourable than those offered by independent third parties.
(iii) The utility service fee expenses were charged based on the state-
prescribed prices plus actual administrative costs.
(iv) The other service fee expenses include catering and travel agency
service fee and general security service fee which were charged
with reference to the actual costs incurred and/or on terms no
less favourable than those offered by independent third parties to
Qingdao Haier Logistics Group.
(v) The other financial service fee expenses were charged on terms no
less favourable than those offered by independent third parties.
(vi) The interest income was determined with reference to the standard
rates published by the People’s Bank of China.
The independent non-executive directors of the Company have reviewed
the continuing connected transactions set out above and have confirmed
that they were entered into:
(i) in the ordinary and usual course of business of the Group;
(ii) on normal commercial terms or on terms no less favourable to the
Group than terms available to or from independent third parties; and
(iii) in accordance with the relevant agreements governing them on
terms that are fair and reasonable and in the interests of the
shareholders of the Company as a whole.
Ernst & Young, the Company’s auditors, were engaged to report on the
Group’s continuing connected transactions in accordance with Hong
Kong Standard on Assurance Engagements 3000 Assurance Engagements
Other Than Audits or Reviews of Historical Financial Information and with
reference to Practice Note 740 Auditor’s Letter on Continuing Connected
Transactions under the Hong Kong Listing Rules issued by the Hong Kong
Institute of Certified Public Accountants. Ernst & Young have issued their
unqualified letter containing their findings and conclusions in respect of
the continuing connected transactions disclosed above by the Group in
accordance with Rule 14A.38 of the Listing Rules. A copy of the auditors’
letter has been provided by the Company to the Stock Exchange.
關連交易 (續)
持續關連交易 （續）
附註：
(i) 物流服務採購製成品乃按不高於本集團就相同
種類及質量服務於中國向獨立第三方提供之現
行條款計價。
(ii) 印刷及包裝費支出乃按不於獨立第三方提供
之條款計價。
(iii) 公用服務費支出乃根據國家指定價格另加實際
行政成本計價。
(iv) 其他服務費支出包括參考所產生實際成本計價
及╱或按不於獨立第三方提供予青島海爾物
流集團之條款計價之及代理服務費以
及一般保安服務費支出。
(v) 其他財務服務費支出乃按不於獨立第三方提
供之條款計價。
(vi) 利息收入乃參考中國人民銀行頒佈之標準息率
釐定。
本公司獨立非執行董事已審閱及確認上述持續關連
交易乃：
(i) 在本集團之一般及日常業務過程中進行；
(ii) 按一般商業條款進行，或按不於本集團給予
或獲自獨立第三方之條款進行；及
(iii) 按條款公平合理並符合本公司股東之整體利益
之有關協議進行。
本公司核數師安會計師事務所已獲聘根據香港會
計師公會頒布的《香港核證工作準則》第3000號 「審核
或審閱歷史財務資料以外的核證工作」及參照實務說
明第740號「關於香港《上市規則》所述持續關連交易
的核數師函件」
就本集團的持續關連交易作出報告。
安會計師事務所已根據上市規則第14A.38條發出
無保留意見函件，當中載有其對本集團於上文披露
的持續關連交易的發現及結論。本公司已將核數師
函件偛本呈聯交所。