Interim Report 2023
25 INTERIM REPORT 2023 Notes: 1. Each of China Merchants Steam Navigation Company Limited (“ CMSN ”), China Merchants Shekou Industrial Zone Holdings Co., Ltd. (“ CMSIZ ”) and Sinotrans & CSC Holdings Co., Ltd. (“ Sinotrans CSC ”) is a subsidiary of China Merchants Group Limited (“ CMG ”). CMG is deemed to be interested in 2,784,240,299 shares, which represents the aggregate of 2,757,636,299 shares deemed to be interested by CMSN (see Note 2 below), 3,000,000 shares deemed to be interested by CMSIZ (see Note 3 below) and 23,604,000 shares deemed to be interested by Sinotrans CSC (see Note 4 below). 2. China Merchants Holdings (Hong Kong) Company Limited (“ CMHK ”) is wholly-owned by CMSN, and Broadford Global Limited (“ Broadford ”) is in turn wholly-owned by CMHK. Rainbow Reflection Limited (“ Rainbow ”) is 74.66%-owned by Broadford and 25.34%-owned by China Merchants Union (BVI) Limited (“ CMU ”), which is in turn 50%-owned by CMHK. China Merchants Port Investment Development Company Limited (“ CMPID ”) is in turn wholly-owned by Rainbow. CMPG is 45.96%-owned by CMPID. CMSN is deemed to be interested in 2,757,636,299 shares which are deemed to be interested by CMHK. Such shares represent the aggregate of 897,366,863 shares beneficially held by CMU and 1,860,269,436 shares deemed to be interested by CMPG. Port Development (Hongkong) Company Limited (“ Port Development ”) is a wholly-owned subsidiary of CMPG. CMPG is deemed to be interested in 1,860,269,436 shares. Such shares represent the aggregate of 1,845,633,260 shares benefically held by Port Development and 14,636,176 shares beneficially held by CMPG. 3. Top Chief Company Limited (“ Top Chief ”) is wholly-owned by CMSIZ and Orienture Holdings Company Limited (“ Orienture ”) is in turn wholly-owned by Top Chief. CMSIZ is deemed to be interested in the 3,000,000 shares which are deemed to be interested by Top Chief. Such shares represent the 3,000,000 shares beneficially held by Orienture. 4 China Merchants Investment Development (Hong Kong) Limited (“ CMID (HK) ”) is 100%-owned by Sinotrans Shipping (Holdings) Limited (“ SSHL ”), which is wholly-owned by Sinomarine Limited (“ Sinomarine ”), which is in turn wholly-owned by Sinotrans CSC. Therefore, each of SSHL, Sinomarine and Sinotrans CSC is deemed to be interested in 23,604,000 shares beneficially held by CMID (HK). 5. According to the disclosure of interests form submitted by Pagoda Tree Investment Company Limited (“ Pagoda Tree ”) on 3 August 2020, 50% interest in CMU is owned by Verise Holdings Company Limited (“ Verise Holdings ”), which is wholly-owned by CNIC Corporation Limited (“ CNIC Corporation ”), which is in turn 90%-owned by Compass Investment Company Limited (“ Compass Investment ”), which is in turn wholly-owned by Pagoda Tree. Therefore, each of Verise Holdings, CNIC Corporation, Compass Investment and Pagoda Tree is deemed to be interested in the 801,294,878 shares beneficially held by CMU. Short Position Nil Save as disclosed above, there was no person, other than a Director or chief executive of the Company, who has an interest or short position in the shares and underlying shares of the Company as recorded in the register of the Company kept under section 336 of the SFO. CORPORATE GOVERNANCE The Board is committed to upholding a high standard of corporate governance practices and business ethics with the firm belief that they are essential for maintaining and promoting investors’ confidence and maximising shareholders’ returns. The Board reviews its corporate governance practices from time to time in order to meet the rising expectations of stakeholders and comply with increasingly stringent regulatory requirements, and to fulfill its commitment to excellence in corporate governance. The Company has adopted the Model Code set out in Appendix 10 to the Listing Rules on the HKSE as the code of conduct regarding securities transactions by the Directors. Having made specific enquiry of all Directors, the Company confirmed that all Directors have complied with the required standard set out in the Model Code during the period. In the opinion of the Board, the Company has complied with the code provisions set out in Part 2 of the Corporate Governance Code (the “ Corporate Governance Code ”) contained in Appendix 14 to the Listing Rules which sets out the corporate governance principles and the code provisions with which the listed issuers are expected to follow and comply throughout the six months ended 30 June 2023, except the following: -
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