CMB_1998_Copy2 — Page 9

Report of the Directors (Continued)

DIRECTORS' INTERESTS IN SHARES

At 30th June, 1998, the directors and their associates had the following interests in the issued share capital of the company as recorded in the register of directors' share interests:

Ordinary shares of HK$2 each

Ngan Shing-kwan

Ngan Kit-ling Ngan Kit-keung

Dr Henry Ngan

Liu Lit-mo

D.A. Leslie Wright

Fritz Helmreich

Fanny C.F. Fan Law

Eliza M.C. Lee

Personal

interests

Family interests

Other

3,568,637

interests 33,468 (Note 1)

3,590,599

33,468 (Note 1)

5,703,068

1,250

33,468 (Note 1)

5,935,179

250

33,468 (Note 1)

62,250

15,000 (Note 2)

6,000

Note 1: The 33,468 shares in the company are included in the estate of the late Madam Wong Yick-mui, wife of Mr. Ngan Shing-kwan. Note 2: Mr. D.A. Leslie Wright passed away on 22nd February, 1998 and the 15,000 shares in the company are included in his estate.

ARRANGEMENTS TO PURCHASE SHARES OR DEBENTURES

of

During the

year under review, the company did not grant to any director or chief executive or to the spouse or children under 18 years age of any such director or chief executive any right to subscribe for shares of the company.

At no time during the year was the company or any of its subsidiaries a party to any arrangements to enable the directors of the company to acquire benefits by means of the acquisition of shares in or debentures of the company or any other body corporate.

SUBSTANTIAL INTERESTS IN THE SHARE CAPITAL OF THE COMPANY

As far as the directors are aware, no shareholder of the company who is not a director of the company is directly or indirectly interested in 10 per cent or more of the issued share capital of the company.

DIRECTORS' INTEREST IN CONTRACTS

Madam Ngan Kit-ling is the sole proprietor of Ngan & Co., one of the company's solicitors, and as such has an interest in legal fees and expenses paid by the company to that firm.

DIRECTORS' SERVICE CONTRACTS

No director proposed for re-election at the forthcoming ordinary yearly meeting has an unexpired service contract with the company which is not determinable by the company within one year without payment of compensation, other than normal statutory obligations.

6