Common use of BOARD’S APPROVAL Clause in Contracts

BOARD’S APPROVAL. Each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement was approved by the Board. As at the date of this announcement, there is no overlapping directors between the Company and CAVIP. Only one executive Director concurrently serves as the chairman of the Parent Company, one executive Director and three non-executive Directors concurrently serve as the deputy general managers of the Parent Company, and there is no overlapping senior management between the Company and CAVIP. Moreover, none of the Directors personally has any material interest in the transactions contemplated under the 2022 Supplemental Traveller Services Resources Usage Agreement or the Frequent Traveller Paid Membership Management Agreement. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the 2022 Supplemental Traveller Services Resources Usage Agreement, the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder. As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since CAVIP is a wholly-owned subsidiary of the Parent Company, CAVIP is therefore a connected person of the Company. Accordingly, each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.54 of the Listing Rules, as the 2022 Supplemental Traveller Services Resources Usage Agreement constitutes a material change to the terms of the 2020 Traveller Services Resources Usage Agreement, the Company is required to re-comply with the relevant requirements of Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the 2022 Supplemental Traveller Services Resources Usage Agreement is more than 0.1% but less than 5%, the 2022 Supplemental Traveller Services Resources Usage Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Frequent Traveller Paid Membership Management Agreement is more than 0.1% but less than 5%, the Frequent Traveller Paid Membership Management Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.

BOARD’S APPROVAL. Each of the 2022 Supplemental Traveller The Airside Passenger Shuttle Bus Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement was transactions contemplated thereunder, including the annual caps, were approved by the Board. As at the date of this announcement, there is are no overlapping directors between the Company and CAVIPthe Bus Company. Only one Moreover, while the executive Director concurrently serves as Directors and the chairman of the Parent Company, one executive Director and three non-executive Directors concurrently serve as the deputy general managers directors or senior management of the Parent Company, and there is no overlapping senior management between the Company and CAVIP. Moreover, none of the Directors personally has any material interest in the transactions contemplated under the 2022 Supplemental Traveller Airside Passenger Shuttle Bus Services Resources Usage Agreement or entered into by the Frequent Traveller Paid Membership Management AgreementCompany and the Bus Company. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the 2022 Supplemental Traveller Airside Passenger Shuttle Bus Services Resources Usage Agreement, the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder, including the annual caps. As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since CAVIP The Parent Company also owns 51% of the equity interest in the Bus Company. As such, the Bus Company is a wholly-owned subsidiary an associate of the Parent CompanyCompany and, CAVIP is therefore therefore, a connected person of the Company. Accordingly, each of the 2022 Supplemental Traveller Airside Passenger Shuttle Bus Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.54 Rules 14A.81 to 14A.83 of the Listing Rules, as the 2022 Supplemental Traveller transactions contemplated under the Airside Passenger Shuttle Bus Services Resources Usage Agreement constitutes a material change to the terms of the 2020 Traveller Services Resources Usage Agreement, the Company is required to re-comply are aggregated with the relevant requirements of Chapter 14A of transactions contemplated under the Listing RulesLandside Shuttle Bus Services Agreement and treated as if they were one transaction. As the highest of the applicable percentage ratios ratio (as defined under in Rule 14.07 of the Listing Rules) in respect of the 2022 Supplemental Traveller transactions contemplated under the Airside Passenger Shuttle Bus Services Resources Usage Agreement Agreement, when aggregated with the transactions contemplated under the Landside Shuttle Bus Services Agreement, is more than 0.1% but less than 5%, the 2022 Supplemental Traveller Airside Passenger Shuttle Bus Services Resources Usage Agreement and the transactions contemplated thereunder (including the annual caps) are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Frequent Traveller Paid Membership Management Agreement is more than 0.1% but less than 5%, the Frequent Traveller Paid Membership Management Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.

BOARD’S APPROVAL. Each of the 2022 Supplemental Traveller Services Resources Usage The Assets Leasing Agreement and the Frequent Traveller Paid Membership Management Agreement was transaction contemplated thereunder were approved by the Board. As at the date of this announcement, there is no overlapping directors between the Company and CAVIP. Only one executive Director concurrently serves as the chairman each of the Parent Company, one three executive Director Directors and the three non-executive Directors concurrently serve serves as director or senior management of the deputy general managers Parent Company or holds other senior position(s) of the Parent Company. Therefore, and there is no overlapping senior management between the Company and CAVIP. Moreover, none of the above Directors personally has any are deemed or may be perceived to have a material interest in the transactions contemplated under the 2022 Supplemental Traveller Services Resources Usage Assets Leasing Agreement or the Frequent Traveller Paid Membership Management Agreement. Therefore, none of the Directors has and have abstained from voting at on the Board meeting to approve resolutions approving the 2022 Supplemental Traveller Services Resources Usage Agreement, the Frequent Traveller Paid Membership Management Assets Leasing Agreement and the respective transactions transaction contemplated thereunder. Save as disclosed above, no other Directors have a material interest in the Assets Leasing Agreement and the transaction contemplated thereunder and have abstained from voting on the Board resolutions approving the same. As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since CAVIP is a wholly-owned subsidiary of the The Parent Company, CAVIP Company is therefore a connected person of the Company. Accordingly, each of the 2022 Supplemental Traveller Services Resources Usage transaction contemplated under the Assets Leasing Agreement and the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder constitute continuing constitutes a connected transactions transaction of the Company under Chapter 14A of the Listing Rules. Pursuant According to Rule 14A.54 14A.35 of the Listing Rules, if a previously announced connected transaction is subsequently terminated, this fact must be announced as soon as practicable. As the 2022 Supplemental Traveller Services Resources Usage Property Leasing Framework Agreement constitutes a material change to and the terms transactions contemplated thereunder have been terminated with effect from the commencement date of the 2020 Traveller Services Resources Usage term of the Assets Leasing Agreement, the Company is required to remake an announcement in respect of such termination. Pursuant to IFRS 16, the leased assets under the Assets Leasing Agreement will be recognised by the Company as right-comply with of-use assets, and the relevant requirements transaction contemplated under the Assets Leasing Agreement will be classified as an acquisition of Chapter 14A of right-of-use assets by the Company pursuant to the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the 2022 Supplemental Traveller Services Resources Usage Agreement is more than 0.1% but less than 5%Accordingly, the 2022 Supplemental Traveller Services Resources Usage transaction contemplated under the Assets Leasing Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement will be treated as a one-off connected transaction under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Frequent Traveller Paid Membership Management Agreement Assets Leasing Agreement, on the basis of the value of the right-of-use assets to be recognised by the Company in connection with the Assets Leasing Agreement, is more than 0.1% but less than 5%, the Frequent Traveller Paid Membership Management transaction contemplated under the Assets Leasing Agreement and the transactions contemplated thereunder are is subject to the reporting, annual review reporting and announcement requirements, but are is exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.

BOARD’S APPROVAL. Each of the 2022 The Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement was approved by the Board. As at the date of this announcement, there is are no overlapping directors between the Company and CAVIP. Only one executive Director concurrently serves as the chairman of the Parent Company, one executive Director and three non-executive Directors concurrently serve as the deputy general managers of the Parent Company, and there is no overlapping senior management between the Company and CAVIP. Moreover, while the executive Directors and the non-executive Directors concurrently serve as directors or senior management of the Parent Company, none of the Directors personally has any material interest in the transactions contemplated under the 2022 Supplemental Traveller Services Resources Usage Agreement or the Frequent Traveller Paid Membership Management AgreementAgreement entered into between the Company and CAVIP. Therefore, none of the Directors has abstained from voting at the Board meeting to approve the 2022 Supplemental Traveller Services Resources Usage Agreement, the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder. As at the date of this announcement, the Parent Company is the controlling shareholder of the Company, holding approximately 58.96% of the issued share capital of the Company. Since CAVIP is a wholly-owned subsidiary of the Parent Company, CAVIP is therefore a connected person of the Company. Accordingly, each of the 2022 Supplemental Traveller Services Resources Usage Agreement and the Frequent Traveller Paid Membership Management Agreement and the respective transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.54 of the Listing Rules, as the 2022 Supplemental Frequent Traveller Services Resources Usage Paid Membership Management Agreement constitutes a material change to the terms of the 2020 Frequent Traveller Services Resources Usage Paid Membership Management Agreement, the Company is required to re-comply with the relevant requirements of Chapter 14A of the Listing Rules. The existing annual caps under the Frequent Traveller Paid Membership Management Agreement as disclosed in the 2022 Announcement remain unchanged. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the 2022 Supplemental Traveller Services Resources Usage Agreement is more than 0.1% but less than 5%, the 2022 Supplemental Traveller Services Resources Usage Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. As the highest of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of the Frequent Traveller Paid Membership Management Agreement is more than 0.1% but less than 5%, the Supplemental Frequent Traveller Paid Membership Management Agreement and the transactions contemplated thereunder are subject to the reporting, annual review and announcement requirements, but are exempt from the Independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules.