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REPORT OF THE DIRECTORS (CONTINUED)

MAJOR CUSTOMERS AND SUPPLIERS (Continued)

Apart from the foregoing, at no time during the year have the directors, their associates or any shareholder of the Company (which to the knowledge of the directors owns more than 5% of the number of issued shares of the Company) had any interest in these major customers and suppliers.

SUBSIDIARIES

Details of the principal subsidiaries of the Company at 31

December 2018 are set out in note 12 to the financial

statements.

FINANCIAL STATEMENTS AND DIVIDENDS

The profit of the Group for the year ended 31 December 2018 and the financial position of the Group at that date are set out in the financial statements on pages 79 to 167.

An interim dividend of HK10 cents per share (2017: HK10 cents per share) was paid on 27 September 2018. The Board of Directors (the "Board") has recommended the payment of a final dividend for the year ended 31 December 2018 of HK28 cents per share (2017: HK28 cents per share). Subject to shareholders' approval at the annual general meeting to be held on Wednesday, 29 May 2019 (the "2019 annual general meeting"), the final dividend will be paid on or about Tuesday, 18 June 2019 to shareholders whose names appear on the register of members of the Company on Tuesday, 11 June 2019.

CHARITABLE DONATIONS

Charitable donations made by the Group during the year amounted to HK$28,070 (2017: HK$5,880).

SHARE CAPITAL

Details of the movements in share capital of the Company during the year are set out in note 23 to the financial statements.

DIRECTORS

The directors of the Company during the year ended 31 December 2018 and up to the date of this report were:

Executive Directors

Dr. Lam Ko Yin, Colin (Chairman of the Board) Mr. Li Ning

Non-executive Directors

Mr. Au Siu Kee, Alexander

Mr. Lau Yum Chuen, Eddie

Dr. the Hon. Lee Shau Kee

Mr. Wong Man Kong, Peter (until 11 March 2019)

Independent Non-executive Directors

Mr. Ho Hau Chong, Norman

Mr. Leung Hay Man (until 11 October 2018) Ms. Wong Yu Pok, Marina

Mr. Wu King Cheong

A list of the names of the Directors of the Group's subsidiaries is available on the website of the Company (www.hkf.com).

In accordance with Article 103(A) of articles of association of the Company (the "Articles of Association") and Corporate Governance Code (the “Code”) as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”), Mr. Li Ning, Mr. Au Siu Kee, Alexander and Ms. Wong Yu Pok, Marina shall retire by rotation at the 2019 annual general meeting, and, being eligible, offer themselves for re-election. Ms. Wong Yu Pok, Marina, an Independent Non-executive Director, has served the Company for more than nine years. Pursuant to the Code, her re-election shall be subject to a separate resolution to be approved by the shareholders at the 2019 annual general meeting.

The Company has received from each Independent

Non-executive Director an annual confirmation of his/her independence pursuant to Rule 3.13 of the Listing Rules and the Company considered all of them to be independent.

Hong Kong Ferry (Holdings) Company Limited Annual Report 2018