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Report of the Directors

Disclosure of DirectorsInformation Pursuant to Rule 13.51B(1)

Changes in the information of Directors required to be disclosed pursuant to Rule 13.51B(1) of the Listing Rules are set out below:

Dr. Lo Ka Shui, the Chairman and Managing Director of the Company, resigned as an Independent Non-executive Director of Melco International Development Limited on 22 June 2010.

Mr. Lo Hong Sui, Vincent, a Non-executive Director of the Company, resigned as an Independent Non-executive Director of China Telecom Corporation Limited on 9 September 2008.

Mr. Cheng Hoi Chuen, Vincent, an Independent Non-executive Director of the Company, was appointed as Chairman of both HSBC Bank (Taiwan) Limited and HSBC Bank (China) Company Limited on 21 January 2010 and as an Independent Non- executive Director of MTR Corporation Limited on 10 July 2009. He resigned as Chairman of The Hongkong and Shanghai Banking Corporation Limited and a Member of the Exchange Fund Advisory Committee of the Hong Kong Monetary Authority, both with effect from 1 February 2010.

Connected Transactions and/or Continuing Connected Transactions

During the year ended 31 December 2010, the Group entered into the following connected transactions and/or continuing connected transactions:

(a) Master Tenancy Agreement in relation to the tenancy of certain premises at Great Eagle Centre

On 30 March 2010, Moon Yik Company, Limited, an indirect wholly-owned subsidiary of the Company, and Sun Fook Kong Construction Management Limited (SFK Management) entered into the Master Tenancy Agreement in relation to (1) the renewal of tenancy and (2) the entering into tenancy of certain premises at Great Eagle Centre for a term of three years commencing from 1 April 2010 and expiring on 31 March 2013. Details of the Master Tenancy Agreement were set out in an announcement dated 30 March 2010 (the Announcement).

Mr. Lo Kai Shui, Deputy Managing Director of the Company, through his controlled companies, holds more than 30% issued share capital in Sun Fook Kong Group Limited which in turn indirectly holds the entire issued share capital in SFK Management. Accordingly, SFK Management constituted a connected person of the Company and the transactions contemplated under the Master Tenancy Agreement constitute continuing connected transactions (Continuing Connected Transactions) of the Company under the Listing Rules.

As one of the applicable percentage ratios of the Annual Cap (as defined in the Announcement) is more than 0.1% but less than 2.5%, the transactions contemplated under the Master Tenancy Agreement are subject to reporting, announcement and annual review requirements under the Listing Rules.

Great Eagle Holdings Limited

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