Hong Kong Ferry (Holdings) Company Limited

Annual Report 2013

23

Report of the Directors (Continued)

CONNECTED TRANSACTIONS (Continued)

Continuing Connected Transactions (Continued)

Date

7.

20 March 2012

Connected Persons

HREAL and Miramar Hotel

and Investment Company,

Limited ("Miramar"), of

which HLD is a substantial

shareholder

Transactions

The Group entered into a letter agreement with HREAL to lease certain shops and spaces of Miramar Shopping Centre (the

"Premises") for the marketing services of the Fanling Property for the period from 20 March 2012 to the earlier of 15 June 2013 and

the date on which the last residential unit of the Fanling Property

is sold. The Group was the principal and HREAL acted as agent of

the Group under the Miramar/HREAL Agreements entered into between Shahdan Limited ("Shahdan"), a wholly-owned subsidiary

of Miramar and HREAL, being (i) the Renewal Tenancy Agreement,

(ii) the Renewal First Licence Agreement, and (iii) the Renewal

Second Licence Agreement, all as disclosed in the announcement of Miramar dated 7 December 2010. The letter agreement expired

on 15 June 2013.

20 August 2013

HPAL and Miramar

12 December 2013

HPAL and Miramar

The Group entered into a letter agreement with HPAL to lease the Premises for the continuation of the marketing services of the Fanling Property for the period from 16 June 2013 to the earlier of 15 October 2013 and the date on which the last residential unit of the Fanling Property is sold. The Group was the principal and HPAL acted as agent of the Group under the Miramar/HPAL Agreements entered into between Shahdan and HPAL, being (i) the Renewal Tenancy Agreement, (ii) the Renewal First Licence Agreement, and (iii) the Renewal Second Licence Agreement, all as disclosed in the announcement of Miramar dated 6 June 2013. The letter agreement

expired on 15 October 2013.

The Group entered into a letter agreement with HPAL to lease the Premises for the continuation of the marketing services of the Fanling Property for the period from 16 October 2013 to the earlier of 31 December 2013 and the date on which the last residential unit of the Fanling Property is sold. The Group continued to act as the principal and HPAL continued to act as agent of the Group under the Miramar/HPAL Agreements entered into between Shahdan and HPAL, being (i) the Renewal Tenancy Agreement, (ii) the Renewal First Licence Agreement, and (iii) the Renewal Second Licence Agreement, all as disclosed in the announcement of Miramar dated 6 June 2013. The letter agreement expired on 31 December 2013.

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