Cathay Pacific 2006 Annual Report Download - page 36

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Directors’ interests in competing business
Pursuant to Rule 8.10 of the Listing Rules, Christopher Pratt, Philip Chen and Li Jiaxiang have disclosed that they
are directors of Air China. Zhang Xianlin has disclosed that he is a supervisor of Air China. Air China competes or
is likely to compete, either directly or indirectly, with the businesses of the Company as it operates airline services
to certain destinations which are also served by the Company.
Substantial shareholders
The register of interests in shares and short positions maintained under Section 336 of the SFO shows that at
31st December 2006 the Company had been notified of the following interests in the shares of the Company held
by substantial shareholders and other persons:
No. of shares
Percentage of
issued capital Type of interest (Note)
1. Air China Limited 2,948,122,554 74.98 Attributable interest (b)
2. China National Aviation Holding Company 2,948,122,554 74.98 Attributable interest (c)
3. China National Aviation Company Limited 2,948,122,554 74.98 Attributable interest (c)
4. CITIC Pacific Limited 2,948,122,554 74.98 Attributable interest
5. Swire Pacific Limited 2,948,122,554 74.98 Beneficial owner
6. John Swire & Sons Limited 2,948,122,554 74.98 Attributable interest (d)
Note: At 31st December 2006:
(a) Under Section 317 of the Securities and Futures Ordinance, each of Air China, CNAC, CITIC Pacific and Swire Pacific, being a party to the
Shareholders’ Agreement in relation to the Company dated 8th June 2006, was deemed to be interested in a total of 2,948,122,554 shares of the
Company, comprising:
(i) 1,572,332,028 shares directly held by Swire Pacific;
(ii) 687,895,263 shares indirectly held by CITIC Pacific and its wholly owned subsidiary Super Supreme Company Limited, comprising the
following shares held by their wholly owned subsidiaries: 286,451,154 shares held by Custain Limited, 189,976,645 shares held by Grand
Link Investments Holdings Ltd., 21,809,399 shares held by Perfect Match Assets Holdings Ltd., and 189,658,065 shares held by Smooth Tone
Investments Ltd.
(iii) 288,596,335 shares indirectly held by CNAC, via its wholly owned subsidiary Angel Paradise Ltd.; and
(iv) 399,298,928 shares indirectly held by Air China and its subsidiary Total Transform Group Limited, comprising the following shares held by their
wholly owned subsidiaries: 191,922,273 shares held by Easerich Investments Inc. and 207,376,655 shares held by Motive Link Investments Inc.
(b) Air China is deemed to be interested in the 288,596,335 shares indirectly held by its subsidiary CNAC.
(c) China National Aviation Holding Company is deemed to be interested in a total of 2,948,122,554 shares of the Company, in which its subsidiaries
Air China and CNAC are deemed interested.
(d) Swire and its wholly owned subsidiary JSSHK are deemed to be interested in a total of 2,948,122,554 shares of the Company by virtue of the
Swire group’s direct or indirect interest in shares of Swire Pacific representing approximately 33.28% of the issued capital and approximately
54.35% of the voting rights.
Public float
From information publicly available to the Company
and within the knowledge of its Directors, at least
25% of the Company’s total issued share capital are
held by the public at all times.
Auditors
KPMG retire and, being eligible, offer themselves for
re-appointment. A resolution for the re-appointment of
KPMG as Auditors to the Company is to be proposed
at the forthcoming Annual General Meeting.
By order of the Board
Christopher Pratt
Chairman
Hong Kong, 7th March 2007
Cathay Pacific Airways Limited Annual Report 2006
34
Directors’ Report