New World Department Store China Limited (NWDS China) has agreed to a new three-year Master Collaboration Services Agreement with Chow Tai Fook Enterprises (CTFE), replacing the 2023 framework and extending cooperation to 30 June 2029. The deal becomes effective on 1 July 2026, subject to independent shareholders’ approval at an upcoming extraordinary general meeting (EGM).
Key Terms and Scope • The 2026 framework consolidates “General Services” (e.g. IT, logistics, property management) and “Concessionaire and Rental Services” for CTFE-operated jewellery and watch counters in NWDS China stores. • Transactions must be conducted on normal commercial terms, priced with reference to prevailing market rates, and governed by definitive agreements between individual group entities. • Payment terms under each definitive agreement must be no less favourable than those offered to or obtained from independent third parties.
Annual Caps NWDS China and CTFE set the following maximum aggregate transaction values: • FY ending 30 June 2027: RMB 55.20 million • FY ending 30 June 2028: RMB 62.50 million • FY ending 30 June 2029: RMB 70.80 million
Historical Deal Flow Under the current 2023 framework (which excluded the new service categories), aggregate transactions amounted to RMB 3.09 million, RMB 1.98 million and RMB 0.64 million for FY 2024, FY 2025 and the six months to 31 December 2025, respectively. Separately, concessionaire and rental income received from CTFE reached RMB 27.95 million in FY 2024, RMB 20.46 million in FY 2025 and RMB 8.92 million for the latest half-year period, while general services between the parties totalled RMB 0.74 million, RMB 1.28 million and RMB 0.71 million over the same intervals.
Rationale and Governance Management expects the consolidated agreement to streamline recurring connected transactions, attract and retain store traffic, and reduce compliance costs. Internal controls include pre-signing reviews, ongoing cap monitoring, biannual internal audits and annual reviews by external auditors and independent non-executive directors.
Listing Rules Implications Because New World Development (NWD) owns 74.99% of NWDS China and CTFE holds 45.24% of NWD, CTFE is deemed a connected person. As the applicable percentage ratios and annual caps exceed 5% and HK$10 million, the agreement requires disclosure, annual review and independent shareholders’ approval under Chapter 14A of the Hong Kong Listing Rules.
Board Actions Director Dr. Cheng Kar-shun, Henry, who also sits on CTFE’s board, abstained from voting on the transaction. An Independent Board Committee will evaluate the agreement with advice from Ballas Capital Limited before the EGM. A circular is expected on or before 4 June 2026.
Head Office Relocation Effective 24 April 2026, NWDS China’s Hong Kong head office and principal place of business moved to 10/F, Tower A, 83 King Lam Street, Cheung Sha Wan, Kowloon. Telephone, fax and website details remain unchanged.