Annual Report 2024

Directors’ Report 董事會報告 128 Sunny Optical Technology (Group) Company Limited • ANNUAL REPORT 2024 (5) 有關衍生權益，其中 345,582 股股份（淡倉）以上 市衍生工具－可轉換文書交收， 65,237,246 股 股份（淡倉）以非上市衍生工具－實物交收以及 50,324 股股份（淡倉）以非上市衍生工具－現金 交收。 (6) JPMorgan Chase & Co. 透過多間附屬公司間接 擁有 (a) 56,053,084 股本公司股份（好倉），當中 (i) 25,601,444 股股份（好倉）以實益擁有人的身 份持有； (ii) 3,009,821 股股份（好倉）以投資經 理的身持有； (iii) 21,050 股股份（好倉）以持有股 份的保證權益的人的身份持有； (iv) 680 股股份 （好倉）以受託人的身份持有；及 (v) 27,420,089 股股份（好倉）於證券及期貨條例所界定之可供 借出之股份以核准借出代理人的身份持有；及 (b) 19,591,979 股股份（淡倉）以實益擁有人的 身份持有。其中包括 (i) 實物交收上市衍生工具 下的 3,663,000 股相關股份（好倉）及 1,716,000 股相關股份（淡倉）； (ii) 現金交收上市衍生工具 下的 92,000 股相關股份（好倉）及 33,214 股相關 股份（淡倉）； (iii) 實物交收非上市衍生工具下的 3,007,760 股相關股份（好倉）及 4,347,033 股相 關股份（淡倉）；及 (iv) 現金交收非上市衍生工具 下的 7,341,300 股相關股份（好倉）及 3,184,231 股相關股份（淡倉）。 (7) 持股概約百分比以本公司於二零二四年十二月 三十一日發行的總股份數量 ( 即 1,094,804,800) 為基準計算。 除此處所披露者外，於二零二四年十二月 三十一日，概無任何其他人士知會本公司，彼 於股份及相關股份（與根據股本衍生工具所持 有的持倉量相關）中擁有記錄於根據《證券及期 貨條例》第 336 條要求本公司備存之登記冊上的 權益或淡倉。 獨立非執行董事的獨立性 本公司已接獲各獨立非執行董事根據上市規則 第 3.13 條之規定而發出有關其獨立性之年度確 認函，本公司認為全體獨立非執行董事均為獨 立人士。 (5) In respect of derivative interests, 345,582 Shares (short position) were settled by listed derivatives – convertible instruments, 65,237,246 Shares (short position) were settled by unlisted derivatives – physically, and 50,324 Shares (short position) were settled by unlisted derivatives – cash. (6) JPMorgan Chase & Co., through various subsidiaries, is indirectly interested in (a) 56,053,084 shares of the Company (long position), of which (i) 25,601,444 shares (long position) were held in the capacity as beneficial owner; (ii) 3,009,821 shares (long position) were held in the capacity as investment manager; (iii) 21,050 shares (long position) were held in the capacity as person having a security interest in shares; (iv) 680 shares (long position) were held in the capacity as trustee and (v) 27,420,089 shares (long position) in the lending pool as described in the SFO in the capacity as approved lending agent; and (b) 19,591,979 shares of the Company (short position) held in the capacity as beneficial owner. Among them include (i) physically settled listed derivatives in respect of 3,663,000 underlying shares (long position) and 1,716,000 underlying shares (short position); (ii) cash settled listed derivatives in respect of 92,000 underlying shares (long position) and 33,214 underlying shares (short position); (iii) physically settled unlisted derivatives in respect of 3,007,760 underlying shares (long position) and 4,347,033 underlying shares (short position); and (iv) cash settled unlisted derivatives in respect of 7,341,300 underlying shares (long position) and 3,184,231 underlying shares (short position). (7) The approximate percentage of shareholding is calculated based on the total number of issued shares of the Company as at 31 December 2024 (i.e., 1,094,804,800). Save as disclosed herein, the Company has not been notified of any other person who had an interest or a short position in the Shares and underlying Shares (in respect of positions pursuant to equity derivatives) as recorded in the register required to be kept by the Company pursuant to section 336 of the SFO as at 31 December 2024. INDEPENDENCE OF INDEPENDENT NON-EXECUTIVE DIRECTORS The Company has received from each of the independent non- executive Directors an annual confirmation of his/her independence pursuant to Rule 3.13 of the Listing Rules. The Company considers all of the independent non-executive Directors to be independent.