Dealing with Assets  |
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| Rule: | LR 6.43 |
| Date Requested: | Wednesday, May 15, 2019 |
| Requested By: | Heritage Brands Limited |
| Date Approved: | Monday, May 27, 2019 |
| Approved By: | Compliance Committee |
| Issuer: | HBA |
| Securities: | HBA |
| Description of Rule: | The issuer shall obtain the approval of its members if it or any of its child entities acquires a substantial asset from or disposes of a substantial asset to any of the following: (i) a related party; (ii) a child entity; (iii) a person with voting power of at least 10% of the voting securities of the issuer; (iv) an associate of a person referred to in paragraphs (i) to (iii) above; or (v) a person nominated by the Exchange. The issuer shall take any corrective action required by the Exchange if the issuer fails to comply with this rule. This rule does not apply in the case of: (i) transactions between the issuer and a wholly owned subsidiary; (ii) transactions between wholly owned subsidiaries of the issuer; (iii) an issue of securities by the issuer for cash. |
| Waiver Requested: | NSX waive the requirements of Listing Rule 6.43 to allow HBA to grant the Security to the three proposed lenders without obtaining the approval of HBA's shareholders. |
| Effect of Waiver: | Waiver approved on a conditional basis.
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