CORPORATE GOVERNANCE & SUSTAINABILITY DIRECTORS’ REPORT Substantial Shareholders’ and Other Interests The register of interests in shares and short positions maintained under Section 336 of the SFO shows that at 31st December 2023 the Company had been notified of the following interests in the shares of the Company held by substantial shareholders and other persons: Long position Number of Shares Percentage of Voting Shares (%) Type of Interest Note Swire Pacific Limited 4,796,765,835 82.00 Beneficial owner (1) John Swire & Sons Limited 4,796,765,835 82.00 Attributable interest (2) Notes: (1) Swire Pacific Limited was interested in 4,796,765,835 shares of the Company as beneficial owner. (2) John Swire & Sons Limited and its wholly-owned subsidiary John Swire & Sons (H.K.) Limited were deemed to be interested in a total of 4,796,765,835 shares of the Company, in which Swire Pacific Limited was interested, by virtue of the John Swire & Sons Limited group being interested in 60.31% of the equity of Swire Pacific Limited and controlling 68.13% of the voting rights attached to shares in Swire Pacific Limited. Public Float certain central services and such other services as Rule 8.08(1) of the Listing Rules requires that at least 25% of may be agreed from time to time, and procured for an issuer’s total number of issued shares must at all times the Company and its subsidiary, joint venture and be held by the public. The Company has been granted by associated companies the use of relevant trademarks The Stock Exchange of Hong Kong Limited (the “Stock owned by Swire. No fee is payable in consideration Exchange”) a waiver from strict compliance with Listing Rule of such procuration obligation or such use. The 8.08(1) so as to allow a lower public float percentage of 10% procuration obligation would fall away if the Services (or such higher percentage as was held by the public upon Agreement were terminated or not renewed. completion of the listing of the shares of the Company on In return for these services, JS&SHK receives annual the Stock Exchange). On such completion on 18th January service fees calculated as 2.5% of the Company’s 2012, the public float percentage was approximately consolidated profit before taxation and non-controlling 10.28%. From information that is publicly available to the interests after certain adjustments. The fees for each Company and within the knowledge of its Directors at the year are payable in cash in arrear in two instalments, date of this report, at least 10.28% of the Company’s total an interim payment by the end of October and a final number of issued shares are held by the public. payment by the end of April of the following year, adjusted to take account of the interim payment. Continuing Connected Transactions The Company also reimburses the Swire group at cost for most of the expenses incurred in the provision of During the year ended 31st December 2023, the Group had the services. the following continuing connected transactions, details of The Services Agreement, which was entered into which are set out below: between JS&SHK and the Company on 1st December (a) Services Agreement 2004, took effect from 1st January 2005, was renewed There is an agreement for services (“Services on 1st October 2007, was amended and restated Agreement”), in respect of which John Swire & Sons with effect from 1st January 2010, was renewed again (H.K.) Limited (“JS&SHK”), a wholly-owned subsidiary on 1st October 2010, 14th November 2013 and of John Swire & Sons Limited (“Swire”), provided to the 1st October 2016, was amended and restated on Company and its subsidiaries advice and expertise of 9th August 2019 and was renewed again on 1st October the directors and senior officers of the Swire group, 2019 and 1st October 2022. The current term of the including (but not limited to) assistance in negotiating Services Agreement is from 1st January 2023 to with regulatory and other governmental or official 31st December 2025 and it is renewable for successive bodies, certain staff services (including full or part time periods of three years thereafter unless either party to services of members of the staff of the Swire group), it gives to the other notice of termination of not less than three months expiring on any 31st December. 124