Wharf Real Estate Investment : Appointment of Director

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WHARF REAL ESTATE INVESTMENT COMPANY LIMITED

(Incorporated in the Cayman Islands with limited liability)

Stock Code: 1997

Appointment of Director

Wharf Real Estate Investment Company Limited (the "Company") is pleased to announce the appointment of Mr. Kevin Chung Ying HUI ("Mr. Hui") as a Director of the Company effective from 1 January 2020.

Mr. Hui, FCCA, CPA, FCIS, FCS, aged 62, an accountant by profession since 1986, is presently a fellow of the Association of Chartered Certified Accountants, an associate of the Hong Kong Institute of Certified Public Accountants and the vice president and a council member of The Taxation Institute of Hong Kong. He is also a fellow member of both The Chartered Governance Institute and The Hong Kong Institute of Chartered Secretaries. In addition, he is a member of the Project WeCan Committee.

He joined Wheelock and Company Limited ("Wheelock", a publicly listed holding company of the Company) in 1986 and has worked for Wheelock group and subsequently for The Wharf (Holdings) Limited ("Wharf", a publicly listed fellow subsidiary of the Company) group, gaining extensive experience in financial management and reporting control, auditing, taxation and corporate governance. He has been a Director of Harbour Centre Development Limited ("HCDL", a publicly listed subsidiary of the Company) since August 2015 until his resignation to be effective from 1 January 2020. He is also the group financial controller of Wharf group and a director of Wharf Limited and Modern Terminals Limited, both being fellow subsidiaries of the Company. Mr. Hui has been the Company Secretary of the Company since August 2017, and he is also the company secretary of Wharf, HCDL and Joyce Boutique Group Limited.

Mr. Hui will receive from the Company a director's fee at the rate of HK$250,000 per annum, which is in line with that payable to other directors (other than the Chairman), including independent non-executive directors ("INEDs"), of the Company. Furthermore, Mr. Hui has an employment contract with Wharf group and the Company will reimburse Wharf a fixed percentage ("Pre-determinedPercentage") of the basic remunerations which Mr. Hui is entitled to receive from Wharf group. Such Pre-determined Percentage has been determined with reference to the estimated time to be spent by Mr. Hui in respect of the Company's

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Wharf REIC - Announcement (31 December 2019)

business. The amount payable by the Group for Mr. Hui's service, inclusive of his basic salary and various allowances etc., will be approximately HK$1.64 million per annum. In addition, an annual discretionary bonus will be payable to Mr. Hui with the amount of such bonus to be fixed unilaterally by the Group each year. The amount of the total emolument payable to Mr. Hui will be determined by reference to the range of remuneration package normally granted by employers in Hong Kong to a senior executive of comparable calibre and job responsibilities.

Save as disclosed above, Mr. Hui does not presently and did not in the past three years hold any directorship in any other listed public company; he does not have any relationship with any directors, senior management or any substantial or controlling shareholders of the Company; and he does not have any interest in the securities of the Company, within the meaning of Part XV of the Securities and Futures Ordinance.

To the best knowledge of the Directors of the Company, in relation to the appointment of Mr. Hui, there is no information which is discloseable nor has he ever been involved in any of the matters required to be disclosed pursuant to any of the requirements of the provisions under paragraphs 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, and there is no other matter requiring to be brought to the attention of the shareholders of the Company. In accordance with the provisions of the Company's articles of association, Mr. Hui will hold office until he retires from the board of Directors of the Company (the "Board") at the Annual General Meeting of the Company to be held in or about May 2020.

For WHARF REAL ESTATE INVESTMENT

COMPANY LIMITED

Stephen T. H. Ng

Chairman and Managing Director

Hong Kong, 31 December 2019

As at the date of this announcement, the Board comprises Mr. Stephen T. H. Ng, Ms. Doreen Y. F. Lee, Mr. Paul Y. C. Tsui and Ms. Y. T. Leng, together with five INEDs, namely Mr. Alexander S. K. Au, Hon. Andrew K. Y. Leung, Mr. Andrew J. Seaton, Mr. R. Gareth Williams and Professor E. K. Yeoh.

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Wharf REIC - Announcement (31 December 2019)