TNAG-0207-FCO40-243-Construction-of-a-cross-harbour-tunnel--under-Hong-Kong-harb-1969 — Page 67

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CROSS BARBOUR TUNNEL CO., LTD.

The Pitch Trade Commissioner.

2.

29th March, 1969.

Equity Capital:

Security:

Guarantees:

(2) Negotiation commission payable on signature

of the Financial Agreement - 0.2% of the loan facility.

(3) Management fee - 0.05% of the loan facility

annually for 10 years.

The issued capital of the Company will be not less than £7.5 million at the date of completion of the Tunnel.

:

The Company will give Lloyds Bank Limited a lien on tunnel revenues. If at the expiration of the finance period there remains a shortfall, the Company under- takes to increase the issued capital of the Company to enable the shortfall to be repaid at such date.

The shareholders will give several guarantees proportionate to their shares of the equity of the Company to the effect that the shortfall in any year will be made good. The proportions of this guarantee will be as follows:-

#

Wheelock Marden & Co. Ltd.

29.5%

Hutchison International Limited

29.5%

Hongkong Government

25.0%

The Hongkong & Shanghai Banking Corpn. 10.0%

Kwong Wan Limited

5.0%

Sir-Elly Kadoorie Successors Ltd.

1.0%

100.0%

be wound

The sum called from shareholders under this guarantee

will be limited to the total amount of loan monies advanced and outstanding interest. The guarantee would lapse in the event of the occupation of the Crown. Colony of Hong Kong or in the event of the Government of the said Colony ceasing to exercise effective de facto control whether as a result of such occupation or other- wise save to the extent of any compensation awarded in respect of assets destroyed, seized or confiscated in circumstances arising out of or in connection with such occupation or cessation of control.