Common use of December 2015 Clause in Contracts

December 2015. Parties: (1) Yue Da Enterprise as landlord; and (2) the Company as tenant Property: The Paterson Property, the gross floor area of which is approximately 150 square metres Term: Commencing from 1 January 2016 and up to 31 December 2018 (both dates inclusive) Rental and payment terms: HK$20,000 per month (excluding rates, management fees and utility charges), i.e. an annual rental of HK$240,000. The rental shall be paid on a monthly basis and is payable on the first day of each and every month without any deduction. Other terms: If the Company has throughout the term of the 2016 Paterson Tenancy Agreement observed and performed all the terms and covenants on its part, it shall have an option to renew for another three years by serving a written notice to Yue Da Enterprise not less than two months before the expiry of the said term. The tenancy agreement so renewed shall have the same terms as contained in the 2016 Paterson Tenancy Agreement save and except such option to renew and that the rental shall be revised to the then market rent. ▇▇▇ ▇▇ Enterprise agrees to pay the government rent, property tax and all expenses of a capital or non-recurrent nature in respect of the Paterson Property. The 2016 Dragon Tenancy Agreement Date: 16 December 2015 (1) Yue Da Enterprise as landlord; and (2) the Company as tenant Property: The Dragon Property, the gross floor area of which is approximately 47 square metres Term: Commencing from 1 January 2016 and up to 31 December 2018 (both dates inclusive) Rental and payment terms: HK$15,000 per month (excluding rates, management fees and utility charges), i.e. an annual rental of HK$180,000. The rental shall be paid on a monthly basis and is payable on the first day of each and every month without any deduction. Other terms: If the Company has throughout the term of the 2016 Dragon Tenancy Agreement observed and performed all the terms and covenants on its part, it shall have an option to renew for another three years by serving a written notice to Yue Da Enterprise not less than two months before the expiry of the said term. The tenancy agreement so renewed shall have the same terms as contained in the 2016 Dragon Tenancy Agreement save and except such option to renew and that the rental shall be revised to the then market rent. ▇▇▇ ▇▇ Enterprise agrees to pay the government rent, property tax and all expenses of a capital or non-recurrent nature in respect of the Dragon Property. AGGREGATE ANNUAL CAPS FOR THE RENTALS PAYABLE UNDER THE 2016 TENANCY AGREEMENTS FOR THE THREE FINANCIAL YEARS ENDING 31 DECEMBER 2018 The following table sets out (i) the aggregate annual rentals payable by the Company to Yue Da HK and Yue Da Enterprise (as the case may be) under the 2016 Tenancy Agreements for the three financial years ending 31 December 2018 and (ii) the expected aggregate annual caps in respect of such rentals: Year ending 31 December 2016 2017 2018 Rentals payable under the 2016 STC Tenancy Agreement 3,120,000 3,120,000 3,120,000 Rentals payable under the 2016 Paterson Tenancy Agreement 240,000 240,000 240,000 Rentals payable under the 2016 Dragon Tenancy Agreement 180,000 180,000 180,000 Aggregate annual rentals payable 3,540,000 3,540,000 3,540,000 Aggregate Annual Caps 3,540,000 3,540,000 3,540,000 The above Aggregate Annual Caps are determined in accordance with the rentals payable to Yue Da HK and Yue Da Enterprise under the 2016 Tenancy Agreements, which were arrived at after arm’s length negotiation between the parties and determined with reference to (i) the pervious rentals under the 2013 Tenancy Agreements; and (ii) the current market rent payable for a property similar to the subject property and of comparable utility. The Directors, including the independent non-executive Directors, are of the view that the above rentals are fair, reasonable and in line with the market level, hence the Aggregate Annual Caps are fair and reasonable. REASONS FOR ENTERING INTO THE 2016 TENANCY AGREEMENTS The Paterson Property has been used by the Company as its staff quarter since 2001. The Directors intend to continue using the Paterson Property as the Company’s staff quarter. Another staff quarter, the Victoria Property is going to undertake renovation and the Company decided to lease the Dragon Property from Yue Da Enterprise as replacement. Since 1 September 2007, the STC Office has been used by the Company as its principal place of business in Hong Kong. Having regard to the prime location of the STC Office, the rentals of comparable office premises, and renovation and associated costs which the Company may incur if it moves out of the STC Office, the Directors consider that it is desirable and in the interests of the Company and the Shareholders as a whole to continue using the STC Office as the principal place of business of the Company in Hong Kong. The Directors, including the independent non-executive Directors, are of the view that (a) the terms of the 2016 Tenancy Agreements are negotiated between the parties on an arm’s length basis and are on normal commercial terms that are fair and reasonable; (b) the transactions contemplated under the 2016 Tenancy Agreements were and will be conducted in the ordinary and usual course of business of the Group and in the interests of the Company and the Shareholders as a whole; and (c) the terms of the 2016 Tenancy Agreements are no less favourable to the Company than terms available from independent third parties. LISTING RULES IMPLICATIONS

December 2015. Parties: (1) Yue Da Enterprise as landlord; and (2) the Company as tenant Property: The Paterson Property, the gross floor area of which is approximately 150 square metres Term: Commencing from 1 January 2016 and up to 31 December 2018 (both dates inclusive) Rental and payment terms: HK$20,000 per month (excluding rates, management fees and utility charges), i.e. an annual rental of HK$240,000. The rental shall be paid on a monthly basis and is payable on the first day of each and every month without any deduction. Other terms: If the Company has throughout the term of the 2016 Paterson Tenancy Agreement observed and performed all the terms and covenants on its part, it shall have an option to renew for another three years by serving a written notice to Yue Da Enterprise not less than two months before the expiry of the said term. The tenancy agreement so renewed shall have the same terms as contained in the 2016 Paterson Tenancy Agreement save and except such option to renew and that the rental shall be revised to the then market rent. ▇▇▇ ▇▇ Enterprise agrees to pay the government rent, property tax and all expenses of a capital or non-recurrent nature in respect of the Paterson Property. The 2016 Dragon Tenancy Agreement Date: 16 December 2015 (1) Yue Da Enterprise as landlord; and (2) the Company as tenant Property: The Dragon Property, the gross floor area of which is approximately 47 square metres Term: Commencing from 1 January 2016 and up to 31 December 2018 (both dates inclusive) Rental and payment terms: HK$15,000 per month (excluding rates, management fees and utility charges), i.e. an annual rental of HK$180,000. The rental shall be paid on a monthly basis and is payable on the first day of each and every month without any deduction. Other terms: If the Company has throughout the term of the 2016 Dragon Tenancy Agreement observed and performed all the terms and covenants on its part, it shall have an option to renew for another three years by serving a written notice to Yue Da Enterprise not less than two months before the expiry of the said term. The tenancy agreement so renewed shall have the same terms as contained in the 2016 Dragon Tenancy Agreement save and except such option to renew and that the rental shall be revised to the then market rent. ▇▇▇ ▇▇ Enterprise agrees to pay the government rent, property tax and all expenses of a capital or non-recurrent nature in respect of the Dragon Property. AGGREGATE ANNUAL CAPS FOR THE RENTALS PAYABLE UNDER THE 2016 TENANCY AGREEMENTS FOR THE THREE FINANCIAL YEARS ENDING 31 DECEMBER 2018 The following table sets out (i) the aggregate annual rentals payable by the Company to Yue Da HK and Yue Da Enterprise (as the case may be) under the 2016 Tenancy Agreements for the three financial years ending 31 December 2018 and (ii) the expected aggregate annual caps in respect of such rentals: Year ending 31 December 2016 (HK$) 2017 (HK$) 2018 (HK$) Rentals payable under the 2016 STC Tenancy Agreement 3,120,000 3,120,000 3,120,000 Rentals payable under the 2016 Paterson Tenancy Agreement 240,000 240,000 240,000 Rentals payable under the 2016 Dragon Tenancy Agreement 180,000 180,000 180,000 Aggregate annual rentals payable 3,540,000 3,540,000 3,540,000 Aggregate Annual Caps 3,540,000 3,540,000 3,540,000 The above Aggregate Annual Caps are determined in accordance with the rentals payable to Yue Da HK and Yue Da Enterprise under the 2016 Tenancy Agreements, which were arrived at after arm’s length negotiation between the parties and determined with reference to (i) the pervious rentals under the 2013 Tenancy Agreements; and (ii) the current market rent payable for a property similar to the subject property and of comparable utility. The Directors, including the independent non-executive Directors, are of the view that the above rentals are fair, reasonable and in line with the market level, hence the Aggregate Annual Caps are fair and reasonable. REASONS FOR ENTERING INTO THE 2016 TENANCY AGREEMENTS The Paterson Property has been used by the Company as its staff quarter since 2001. The Directors intend to continue using the Paterson Property as the Company’s staff quarter. Another staff quarter, the Victoria Property is going to undertake renovation and the Company decided to lease the Dragon Property from Yue Da Enterprise as replacement. Since 1 September 2007, the STC Office has been used by the Company as its principal place of business in Hong Kong. Having regard to the prime location of the STC Office, the rentals of comparable office premises, and renovation and associated costs which the Company may incur if it moves out of the STC Office, the Directors consider that it is desirable and in the interests of the Company and the Shareholders as a whole to continue using the STC Office as the principal place of business of the Company in Hong Kong. The Directors, including the independent non-executive Directors, are of the view that (a) the terms of the 2016 Tenancy Agreements are negotiated between the parties on an arm’s length basis and are on normal commercial terms that are fair and reasonable; (b) the transactions contemplated under the 2016 Tenancy Agreements were and will be conducted in the ordinary and usual course of business of the Group and in the interests of the Company and the Shareholders as a whole; and (c) the terms of the 2016 Tenancy Agreements are no less favourable to the Company than terms available from independent third parties. LISTING RULES IMPLICATIONS