Annual Report 2025
122 Transport International Holdings Limited 2025 Annual Report FINANCIAL REVIEW The cap amounts of the property manager’s remuneration and other expenses payable by KTRE to KSMS under the 2026- 2028 Property Management Agreement for the three years ending 31 December 2026, 2027 and 2028, as disclosed in the announcement dated 30 December 2025, would be approximately HK$18,500,000 each year. Such annual cap amounts were determined based on the remuneration rates as specified under the 2026-2028 Property Management Agreement, the gross floor areas in the Millennity and Scramble Hill and with reference to the historical transaction amounts. The office and retail premises leasing management fees and property manager’s remuneration and other expenses payable by KTRE under the 2023-2025 Office and Retail Premises Leasing Management Agreements, the 2023-2025 Property Management Agreement, the 2026-2028 Office and Retail Premises Leasing Management Agreements and the 2026-2028 Property Management Agreement were and will be satisfied by internal resources of the Group. The transactions under the 2023-2025 Office and Retail Premises Leasing Management Agreements, the 2023-2025 Property Management Agreement, the 2026-2028 Office and Retail Premises Leasing Management Agreements and the 2026-2028 Property Management Agreement are only subject to the applicable reporting, announcement and annual review requirements of the Listing Rules but are exempt from the circular and independent shareholders’ approval requirements. (d) KMB The Cleaning Services Agreement with Nixon Cleaning Company Limited (“Nixon”) As described in note 35(a) to the financial statements on pages 259 to 260 of this Annual Report, on 28 September 2023, KMB entered into the Cleaning Services Agreement with Nixon, a wholly-owned subsidiary of SHKP, pursuant to which Nixon agreed to provide cleaning services to KMB at service locations designated by KMB, including premises, offices and depots for an initial term of two years commencing from 1 October 2023 to 30 September 2025, and an extended term of one year commencing from 1 October 2025 to 30 September 2026 with an exercisable option (which has been exercised by KMB) (the “ Cleaning Services Agreement ”). The transactions contemplated under the Cleaning Services Agreement constitute continuing connected transactions of the Company, particulars of which were disclosed in the announcements of the Company dated 28 September 2023. The cap amounts of the cleaning service fees payable by KMB to Nixon under the Cleaning Services Agreement for the four years ended/ending 31 December 2023, 2024, 2025 and 2026, as disclosed in the announcement dated 28 September 2023, were approximately HK$3,481,872, HK$13,927,488, HK$13,962,561 and HK$10,550,835 respectively. Such annual cap amounts were determined based on the agreed rates as specified under the Cleaning Services Agreement and the expected possible ad hoc demand for cleaning services. For the year ended 31 December 2025, the cleaning service fees paid and payable to Nixon under the Cleaning Services Agreement was HK$13,703,000 (2024: HK$13,927,000). The cleaning service fees payable by KMB under the Cleaning Services Agreement were and will be satisfied by internal resources of the Group. The transactions under the Cleaning Services Agreement are only subject to the applicable reporting, announcement and annual review requirements of the Listing Rules but are exempt from the circular and independent shareholders’ approval requirements.
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