Jardine Matheson : Annual Report 2025 (JM AR2025 Locked)

About this update from Jardine Matheson Holdings Limited

Jardine Matheson Annual Report 2025 Creating long-term, sustainable value Contents Overview About Jardines 1 Highlights 2 Our portfolio 4 Leadership statements Chairman's statement 6 Chief Executive Officer's statement 8 Creating value Creating value 10 Performance Chief Financial Officer's statement 12 Portfolio review 18 Sustainability 28 Governance Board of Directors 40 Key management 43 Corporate governance 44 Remuneration Report 61 Audit Committee Report 67 Principal Risks and Uncertainties 73 Shareholder information 81 Financials Financial statements 82 Independent Auditor's Report 183 Five-year summary 192 Responsibility statements 193 Group offices 194 ‌About Jardines Jardine Matheson (Jardines) is a diversified, Asia-focused investment company. Founded in China in 1832, Jardines creates value for our stakeholders by building lasting, scalable businesses in Asia that produce sustainable returns and market-leading services and products. We ensure highly qualified boards and leadership teams are in place across the Group, with incentives aligned to driving shareholder value. At the holding company level, we aim for decisive portfolio management built on disciplined capital allocation and strong investment expertise. At Jardines, we value integrity and long-term partnerships. We ensure global best practices in risk management and governance are embedded across our portfolio, and coupled with a strong balance sheet with excellent access to low-cost funding from banks and the capital markets. Since our founding, Jardines has benefited from the role of family shareholders who act as long-term stewards of our values and commitments - which includes embedding sustainability across our portfolio companies and doing right by our communities for the long term. We are proud to build value for shareholders while also making a positive contribution to the communities we serve. Jardine Matheson Annual Report 2025 1 Jardine Matheson Holdings Limited is a listed company with a primary listing on the London Stock Exchange and a secondary listing in Singapore. ‌5Y Total Shareholder Return (TSR) 8.8% p.a. Ω US$4.8bn in capital recycled # across the Group in 2025 and US$2.8bn re-invested in portfolio as capital expenditure in the portfolio JMH parent free cash flow^ up 7% to US$933m Full year dividend 4% higher at US$2.35 per share Underlying net profit* 11% higher at US$1.68bn. Underlying EPS US$5.72, up 9% Reported net profit § at US$1.11bn, up US$1.58bn from the prior year. JMH parent company balance sheet net cash positive Privatisation of Mandarin Oriental completed in January 2026 2025 financial highlights 5YR total shareholder return 3.4 (1.4) (0.6) (%) 8.8% Group capital recycling # (US$bn) US$4.8bn JMH parent company net cash/(borrowings) (US$bn) US$41m 2021 2021 1.8 2021 (1.2) 2022 2023 (6.4) 2022 2023 0.2 0.9 2022 (1.4) 2023 (0.9) 2024 2025 8.8 2024 2025 0.9 4.8 2024 2025 (1.3) 0.04 Source: Bloomberg, 5Y TSR calculated based on December volume-weighted coverage price Underlying net profit & Parent free cash flow (US$m) 680 2021 698 2022 US$1,681m & US$933m 1,513 1,584 Underlying EPS (US$) 2021 2022 2023 US$5.72 4.83 5.49 5.74 DPS (US$) 2021 2022 2023 US$2.35 2.00 2.15 2.25 2023 2024 2025 778 1,661 875 1,518 933 1,681 2024 2025 5.24 5.72 2024 2025 2.25 2.35 Underlying net profit Parent free cash flow Results summary 2025 2024 Change (%) 5Y TSR (% per annum) 8.8% -0.6% 9.4ppts Capital recycled # across the Group (US$m) 4,777 946 +405 Capital invested across the Group (US$m) (2,801) (2,397) +17 JMH parent free cash flow^ (US$m) 933 875 +7 Full year dividend per share (US$) 2.35 2.25 +4 Underlying profit* attributable to shareholders (US$m) 1,681 1,518 +11 JMH parent net cash/(borrowings) (US$m) 41 (1,312) N/A Underlying earnings* per share (US$) 5.72 5.24 +9 Revenue (US$m) 34,217 35,779 -4 Profit/(loss) attributable to shareholders (US$m) 1,109 (468) N/A Earnings/(loss) per share (US$) 3.78 (1.61) N/A Shareholders' funds (US$m) 29,033 27,880 +4 Performance Total shareholder return (%) Stock price performance 1YR 5YR 10YR 25YR O v e r vi ew (0.6) 64.8 80 60 40 20 2020 2021 2022 2023 2024 2025 13.5 13.6 7.3 0.1 8.8 14.7 Le a der s h i p s t a t em en t s 2024 2025 Jardine Matheson MSCI AeJ Index (rebased) Hang Seng Index (rebased) Portfolio mix (Underlying net profit breakdown) By business By sector By geography 4% 4% 9% 11% 12% 46% 14% 5% 5% 13% 14% 25% 22% 16% 5% 5% 6% 10% 47% C r e a t ing va lue 27% Astra Hongkong Land DFI Retail Jardine Pacific JC&C (excl. Astra) Zhongsheng Mandarin Oriental Engineering, heavy equipment, mining and construction Motor vehicles Property Retail and restaurants Financial services Hotels Others Indonesia Hong Kong & Macau P er f orma nc e Other Southeast Asia Vietnam Rest of the world Chinese mainland Note: % excludes Corporate and other interests G ov erna nc e Sustainability F ina nc i a l s Rating agency Ranking Jardines ESG performance S&P Global (CSA) 54 Ranked in the 82nd percentile, well above the industry average for industrial conglomerates (36). ISS ESG Prime Prime status is awarded to companies with ESG performance above the sector-specific Prime threshold, indicating strong absolute ESG performance. Ω TSR quoted are % p.a. figures, unless otherwise stated. # Capital recycling is described on page 15. ^ Recurring dividend income less corporate costs and net financing charges. * The Group uses 'underlying net profit', which refers to underlying profit attributable to shareholders, in its internal financial reporting to distinguish between core business performance and non-trading items. Management considers this to be a key measure which provides greater understanding of the Group's underlying business performance of core business. The comparative figures have been re-presented to include the profit or loss from non-strategic business in non-trading items, as more fully described in Notes 1 and 41 to the financial statements. § Represented profit attributable to shareholders. ‌A portfolio of diverse high-quality businesses in Asia Pacific Target to deliver stable and sustainable Total Shareholder Returns Committed to active portfolio value creation, talent development, world-class governance and environmental sustainability Major listed companies Jardines representatives Lincoln Pan Graham Baker INEDs representation 56 % Leading listed Asian retailer operating well-known brands across health and beauty, convenience, food, home furnishings and restaurants Strategic focus on sustainably serving Asian consumers with best-in-class customer proposition while driving shareholder value Operates some 7,600 outlets across 12 markets Operates the largest coalition loyalty programme, yuu in Hong Kong, with over five million members Operates under banners including Mannings, Guardian, 7-11, Wellcome and IKEA Contribution to underlying net profit US$ 209 m 12 % § 5-year TSR 5.1 % Market capitalisation US$ 5.35 bn Contribution to underlying net profit US$ 787 m 46 % § 5-year TSR 9.8 % Market capitalisation US$ 16.22 bn Indonesia-listed diversified conglomerate Indonesia's: #1 automotive group diversified in manufacturing, auto parts, export, wholesale and retail distribution Major player in heavy equipment distribution, mining contracting and operations Top financial services provider for automotive and domestic insurance, expanding into digital banking Strategic investor in infrastructure and healthcare Jardines representatives on Astra's Board of Commissioners Ben Keswick Lincoln Pan Stephen Gore Freddy Lee Anthony Nightingale Independent Commissioners representation 30 % Jardines representatives Adam Keswick Lincoln Pan John Witt INEDs representation 33 % Contribution to underlying net profit US$ 245 m 14 % § 5-year TSR 16.0 % Market capitalisation US$ 15.00 bn Major listed property development, investment and management group in Asia Strategic focus to be a leader in management of integrated commercial properties in Asia's gateway cities Over US$50bn in assets under management Ultra-premium mixed-use real estate footprint spans over 1.82 million sq. m. lettable area in operation and 1.57 million sq. m. lettable area under development Prime property investments comprise integrated commercial portfolios in Hong Kong's Central; Shanghai's West Bund and other major mixed use developments in Chinese cities; and Singapore Central Private Real Estate Fund (SCPREF) O v e r vi ew Private portfolio Contribution to underlying net profit US$ 68 m 4 % § Award-winning owner and operator of luxury hotels, resorts and residences in global destinations Strategic focus on accelerated portfolio growth, brand elevation and innovation as an ultra-luxury hospitality brand Operates 45 hotels, 15 residences and 36 exceptional homes in 28 countries and territories Over 30 projects in pipeline Jardines representatives Ben Keswick Adam Keswick Jardines representatives Lincoln Pan Graham Baker Elton Chan Joshua Chetwode Jardine Matheson's 100% owned holding company for Hong Kong headquarted non-listed businesses. Over 94% of profit derived from Engineering and Infrastructure businesses Contribution to underlying net profit US$ 191 m 11 % § Le a der s h i p s t a t em en t s Engineering and Infrastructure C r e a t ing va lue Gammon | Jadine Schindler | JEC | HACTL Portfolio of market leading Engineering & Infrastructure businesses operating in Hong Kong, Singapore and SEA P er f orma nc e Listed holding company Contribution to underlying net profit* US$ 155 m 9 % § 5-year TSR 16.4 % Market capitalisation US$ 10.40 bn Jardine Matheson's listed holding company for investments in Astra, Vietnam and SEA auto retailing Jardines representatives Freddy Lee INEDs representation 67 % Vietnam G ov erna nc e THACO | REE Leading Vietnamese businesses with diverse industry exposure across automotive, property development, agriculture, logistics, power & utilities and engineering services SEA automotive retail F ina nc i a l s Cycle & Carriage | Tunas Ridean Automotive retail businesses operating in Indonesia, Singapore and Malaysia § % excludes Corporate and other interests * JC&C's contribution to underlying net profit excludes contribution from Astra Chairman's statement Ben Keswick Executive Chairman ‌Dear shareholders, In 2025, Jardine Matheson moved ahead at pace with our strategic repositioning from an owner-operator to an investment company - as announced in last year's full year results statement. Over the last year we have become ever more focused on delivering value for our shareholders as an investment company. I'm delighted to welcome Lincoln Pan to Jardine Matheson, who has immediately begun the task of driving our strategy forward. Lincoln formally took on the role of CEO on 1 December 2025, succeeding John Witt who leaves after a 32-year career with the Group. John implemented many of the early steps of today's transformation, including strengthening our portfolio boards and appointing several of our portfolio company CEOs. Lincoln's background in executive leadership and private equity investing gives him a wealth of expertise in working with leadership teams across sectors to build successful strategies, execute M&A, and drive performance - but importantly he is also a cultural fit, fully aligned with our focus on building bigger, stronger businesses for the long term. Lincoln will continue to reshape Jardine Matheson at the centre to ensure we have the right teams and structures to evolve our portfolio and maximise shareholder value creation. Performance summary Jardine Matheson Holdings (JMH) delivered an improved performance in 2025. Our heightened focus on shareholder returns at a time when global investors are looking again at opportunities in Asia to diversify their holdings resulted in a strong recovery in JMH's 5Y TSR. Underlying net profit increased 11% to US$1.68 billion, the JMH parent free cash flows were robust and the divestment of low return assets helped restore the parent company balance sheet to net cash, providing investment flexibility. We have also increased our full-year dividend per share by 4% to US$2.35 and will aim to continue growing it annually going forward. Macroeconomic conditions A strength of Jardine Matheson is our highly diversified, stable portfolio of private and listed assets which gives investors exposure to well-managed industry leaders across the Asia Pacific region. We operated amidst significant global and local macro-economic turmoil in 2025, yet produced excellent cash flow and results, a benefit of our diversification and investment in quality management. In Hong Kong, we are benefiting from renewed energy in capital markets, resulting in an increase in enquiries and occupancy in our Central office portfolio. A rebound in luxury and tourist consumption is also benefiting Hongkong Land, DFI Retail and Mandarin Oriental. Local mass market consumption, however, remains soft as deflationary pressure on wages and consumption put pressure on the restaurant and consumer segments of our portfolio. China's real estate market continues to be an overhang on consumer sentiment and spend. This, however, presents an opportunity for Hongkong Land as we push ahead to launch our landmark investment in Shanghai's West Bund area. Westbund Central will be one of very few ultra-grade properties anywhere in China in the coming years, and initial interest in commercial and residential options at Westbund Central is excellent. The macro environment in Indonesia remains challenging with softness in middle-class consumption impacting Astra's four-wheeler business. We are, however, seeing excellent growth in our two-wheeler and consumer finance businesses. Despite headwinds, we remain deeply committed to our long partnership with Astra and the Indonesian market. Jardines delivered an improved performance in 2025, driven by sustainable growth in underlying earnings and O v e r vi ew active capital recycling which resulted in an improved 5Y TSR. Our efforts to strengthen management teams and boards across our portfolio, including at Jardine Matheson, has seen clearer strategies with sustainable earnings improvement across the portfolio. Governance and sustainability Another of our strengths is our ability to identify and develop senior executive teams and world-class boards of directors -supporting oversight, strategy and succession. In 2025 we welcomed Ming Lu and Tim Wise, two industry veterans in financial services, to the JMH Board. Alan Miyasaki, a long-time investment executive at Blackstone, joined the board and investment committee of Hongkong Land and earlier in March this year, Achal Agarwal, a long-time FMCG executive in Asia with Kimberly Clark and PepsiCo, joined and strengthened our board and audit committee at DFI Retail. You will see enhancements coming in our board of commissioners at Astra as well over the coming quarters. We continue to build and enhance our management teams across the Group. We have long-term incentive programmes for the leadership teams of Hongkong Land, DFI Retail and Mandarin Oriental tied to TSR. You will see us launch similar programmes at JMH and Astra in 2026. We also see our commitment to sustainability as integral to building resilience across our businesses - fundamentally linked to how we create superior long-term returns for stakeholders. While as an investment company we will focus on governing primarily through the boards of our companies, the importance of sustainability has not been diminished - in fact it has become more central to the standards to which we hold the leadership teams of our portfolio companies. Our portfolio companies continue to push ahead with their efforts to reduce scope 1 and 2 emissions, in line with established and credible action plans. We are working with our portfolio companies to set annual targets and committing JMH and our portfolio to a glidepath of tangible improvement in our scope 1 and 2 emissions. Strategy Le a der s h i p s t a t em en t s C r e a t ing va lue I have every confidence that our investment company model is the right one to take us forward and support the enduring success of the Company - and moreover, that Lincoln is the right leader to execute this transformation. P er f orma nc e Jardines is unique. We are long-term, multi-generational investors, with strengths that set us apart as an investment proposition, including leadership, talent development and succession planning, and our commitment to governance and sustainability - including world-class risk management -across our portfolio. Moreover, our strategy remains underpinned by values that make us who we are: integrity, a commitment to long-term partnerships, and disciplined capital allocation as the backbone of how we do business. Thank you G ov erna nc e On behalf of the Board, I would like to thank John Witt for his many significant contributions to Jardines over the past three decades and to wish him the very best in his retirement. I would also like to thank Michael Wu, who stepped down from the Board in May 2025, for his contribution over many years. F ina nc i a l s Finally, I would like to express my appreciation to our colleagues for their dedication in driving the evolution of the firm, our valued partners for their unwavering support, and of course to our shareholders for their continued confidence as we drive our strategy forward. Chief Executive Officer's statement Lincoln Pan Chief Executive Officer ‌Dear shareholders, This is my first statement to shareholders, and I first and foremost want to extend my thanks to the many Jardine Matheson investors, colleagues (present and prior), and long-time partners who have offered ample encouragement and advice. Importantly, I want to extend my appreciation to John Witt for his help and support in transitioning responsibilities over the past nine months. Two years ago, our Executive Chairman, Ben Keswick, initiated a transformation process to evolve Jardine Matheson from an owner-operator to an investment company. Significant steps have been taken to realise this evolution, starting with upgrading our portfolio executive teams and boards with high-quality, respected industry leaders. Five-year TSR has been established as a principal KPI, and long-term incentive compensation programmes tied with TSR are and will be in place across all Jardine Matheson companies. All senior management, including myself, are required to purchase and hold meaningful equity in the companies they lead. This has resulted in greater clarity on portfolio strategy, decisiveness in strategy, capital recycling and, critically, alignment between management and all shareholders. We are now accelerating the evolution of Jardine Matheson Holdings (JMH) and our role as an investment holding company. We have stated the vision of becoming an engaged investor, but what does this actually mean and how will we measure success? Answering these questions is critical to the road ahead. We must and will implement our vision with speed and deliberation. This summer at our Investor Day, we will lay out in greater depth our strategy and financial objectives. I will, however, begin laying out principles which Jardine Matheson will operate on going forward. We will be laser-focused on driving long-term, sustainable Total Shareholder Return. Our commitment to shareholders is to deliver a sustainable, top-quartile TSR supported by improved earnings quality and annual improvements in dividends per share. We believe that as a diversified, publicly-traded investment option for investors to access a well-managed, diversified portfolio in Asia, this is a compelling and ambitious proposition. We will have an active programme to recycle capital, exiting below-hurdle assets with limited prospects, and recycling capital toward businesses - existing and new -that improve our quality of earnings. We will operate with hurdle rates tailored to our assets and use a group-wide hurdle rate to guide our investment and exit decisions. We will exit assets which cannot sustainably deliver our hurdle rate in an appropriate manner. We will principally be a control or lead investor over our portfolio. Being a Jardine Matheson company must come with meaning and principles. These include our ability to appoint and incentivise management, operate with international standards of board and operational governance and a commitment to achieving medium- and long-term environmental objectives. We remain committed to developing senior leaders across our portfolio. Jardine Matheson will increase our investments in developing senior leaders and building careers for high-potential business executives and functional leaders. Key to our people development strategy will be aligning incentives with long-term TSR and enhancing our culture of coaching and feedback. We will be a lean holding company focused on portfolio value enhancement and capital recycling. Practically every resource at Jardine Matheson must be focused on enhancing value and managing risk in our portfolio and thoughtful recycling of our capital. Upgrading our talent will be an absolute priority in 2026. O v e r vi ew We are beginning to implement a more active JMH capital allocation strategy, evidenced by the recycling of US$4.8 billion in capital across the Group in 2025 and our clean parent balance sheet. Our focus in 2026 will be to continue recycling capital from lower-yielding assets and assets we do not control, and to redeploy this capital toward opportunities with returns above our hurdle rate to enhance and expand our core businesses. 2026 will be an extremely busy and productive year ahead. We will continue to define these principles and our financial objectives in the coming months. Regardless, we will move at pace. The macro environment in Asian markets remains volatile and our capital must be actively defended and enhanced. It is critical for Jardine Matheson to field the very best senior executives to support our companies to navigate our complex markets and to move with speed and agility. We have, in 2025, begun to implement these principles. A major milestone was the privatisation of our luxury hotel group, Mandarin Oriental, eliminating an inefficient listing structure while releasing significant capital for shareholders by selling a low returning real estate asset, despite the asset's historic association with Jardines. Privatising Mandarin Oriental will allow our outstanding management team, led by Laurent Kleitman, to implement his ambitious growth agenda in a private setting. Importantly, it will create options for Jardine Matheson to realise greater equity value from our Mandarin Oriental ownership in the future. In total in 2025, Jardine Matheson and its portfolio companies recycled US$4.8 billion in capital, increasing total capital recycled over the last five years to US$8.6 billion. This included the divestment of sizable below hurdle-rate return investments at Hongkong Land, DFI Retail, Mandarin Oriental and Jardine Cycle & Carriage. This recycling has gone to support US$0.5 billion of corporate initiatives, including the Mandarin Oriental privatisation in January 2026, US$2.8 billion in capital expenditure to support our businesses, and US$1.4 billion to deleveraging the JMH parent balance sheet. Five-year TSR at year-end was 8.8% p.a., up markedly from -0.6% p.a. a year earlier. We continue to see value in our existing portfolio and, as a result, supported continuation of Hongkong Land's share repurchase programme, and launched buyback programmes at Astra, United Tractors and JMH. Underlying net profit improved to US$1.68 billion, a 11% improvement on 2024, driven by a stable contribution from Astra, much-improved contributions from DFI Retail and Jardine Pacific, and substantially lower net corporate costs at JMH. JMH parent free cash flow increased by 7% to US$933 million, allowing JMH to increase the proposed dividend per share (DPS) by US¢10 to US$2.35 per share. Importantly, the JMH parent company balance sheet returned to net cash. Investors will see us committing to increasing our DPS each year and to having vigilant focus on improving quality of earnings. Le a der s h i p s t a t em en t s C r e a t ing va lue Outlook P er f orma nc e Following significant capital recycling and simplification activities in 2025, JMH's 2026 underlying earnings profile will exclude a number of items. Principally as they affect EPS, these are the disposals at DFI Retail, the divestment of Vinamilk shares and the shift to accounting for Zhongsheng as an investment rather than an associate, whereby only dividends will be recognised as underlying earnings. These items amounted to approximately US¢39 in 2025 underlying net profit per share attributable to shareholders. G ov erna nc e In the current uncertain environment globally and in some of our key markets, we expect 2026 earnings broadly in line with 2025, adjusted for disposals and accounting for Zhongsheng as noted above. However, with comfortable cash cover and a resilient portfolio delivering strong returns, we expect the F ina nc i a l s full-year Jardine Matheson dividend to be at least US$2.45 per share (+4%) for 2026. We will push ahead in 2026 to implement our vision for Jardine Matheson as a lean and focused investment company. You will see us continue to be active in assessing and recycling capital in our portfolio. You will see us upgrade our senior team to ensure we put in place outstanding executives, experienced in Asia to support our portfolio holdings. And while there is no urgency to do so, we will begin work to build new pillars to grow Jardine Matheson earnings in the future. There is no shortage of work ahead. Thoughtful and deliberate decision-making, commitment to the long term but never passive, transparent and candid -these are the principles we want partners and investors to see every day at Jardine Matheson. ‌Creating value Our strategic vision We strive to be an outstanding investment vehicle focused on building diverse high-quality businesses in Asia Pacific delivering sustainable, top quartile Total Shareholder Returns We do so with a lean organisation committed to: 1 Active, long-term value creation 2 Our values We focus on the long-term and build businesses that last We prioritise enduring partnerships and do not sacrifice them for short-term gains We are focused on building careers and developing outstanding leaders We always act with integrity Talent development with aligned incentives 3 World-class governance 4 Delivering sustainability improvements How we deliver Total Shareholder Returns Clear TSR commitment Targeting sustainable, top quartile 5Y TSR, outperforming Asia benchmarks Commitment to grow the dividend annually Focus on value creation initiatives to drive portfolio performance above target TSR objectives Active capital recycling Group hurdle rate and target TSR governing all capital allocation Active recycling of capital toward businesses - existing and new - that improve earnings quality around scalable, stable assets Control investor model Concentrating resources against assets we control and can scale Ownership with purpose: Hiring and developing great management teams Aligning incentives to 5Y TSR and stock ownership Independent Boards and governance process Commit to annual targets to improve carbon emissions performance Lean, focused investment company Resources dedicated to enhancing value in our portfolio and thoughtful recycling of our capital Asia-experienced shareholder representatives facilitate timely and deliberate decision making In 2025, the group's earnings declined mainly due to lower coal prices and a weak new car market. However, the group's business performance remained resilient, supported by good contribution from its other businesses. Looking ahead, while the operating environment of some of our businesses may remain challenging, we expect overall consumer sentiment to improve. Astra will remain focused on operational excellence and disciplined capital allocation, leveraging our strong balance sheet to support sustainable value creation for our stakeholders. Djony Bunarto Tjondro President Director of Astra O v e r vi ew Updates from our key portfolio companies' Chief Executives Le a der s h i p s t a t em en t s 2025 was a strong year for Mandarin Oriental, reflecting the clarity of our strategy and improving execution. In line with our aspiration to be the best luxury hospitality operator we achieved a three-point gain in market share, 10% improvement in like-for-like RevPAR and improved profitability across the portfolio. We maintained excellence in our service proposition that was recognised through numerous awards. At the same time, we have been making the investments in talent, capability and culture needed to deliver our ambitious long-term growth goals. C r e a t ing va lue In 2025, we opened two new hotels and completed three re-brandings, bringing five new locations into our portfolio. Globally, we now operate 45 hotels, 15 residences, and 36 exceptional homes across 28 countries and territories. We have more than 30 signed hotel and branded residences projects in the pipeline and look forward to delivering our scaling strategy in the years ahead. P er f orma nc e Laurent Kleitman We continue to deliver on our customer-first, people-led, shareholder-driven strategy, guided by our purpose to sustainably serve Asia for generations with everyday moments. Strengthened by nearly US$1 billion in strategic divestments, we have significantly strengthened our balance sheet and enhanced our capacity to invest in higher-return businesses and key growth priorities, including digital acceleration and Own Brand innovation, while maintaining flexibility to pursue accretive M&A opportunities. Looking ahead into 2026, we aim to deepen collaboration with our supplier partners to create greater value for our customers and shareholders. Scott Price Group Chief Executive of DFI Retail Group G ov erna nc e Group Chief Executive of Mandarin Oriental We are making headway with our Hongkong Land 2035 strategy, streamlining the business to focus on prime property investments in Asia's gateway cities and creating lasting shareholder value. The launch of the Singapore Central Private Real Estate Fund (SCPREF), our first real estate fund and the largest private real estate fund in Singapore, is an important step toward our ambition to grow assets under management to US$100 billion by 2035. Across the portfolio, we saw some notable milestones: HKEX acquired the top nine floors of One Exchange Square, establishing its permanent headquarters in the heart of Central; we completed the sale of MCL Land to Sunway Group; and our Shanghai Westbund project continues to make strong progress. Looking ahead, we are focused on the delivery of Tomorrow's CENTRAL in Hong Kong and on pursuing opportunities in other key gateway markets. F ina nc i a l s Michael Smith Chief Executive of Hongkong Land Chief Financial Officer's statement Graham Baker Chief Financial Officer ‌Results Underlying business performance 2025 US$m 2024* US$m The Group's underlying net profit and underlying earnings per share (EPS) rose by 11% and 9%, respectively in 2025, attributable to improved results from most businesses in particular DFI Retail, Jardine Pacific and Jardine Cycle & Carriage, a stable contribution from Astra and significantly reduced corporate costs at Jardine Matheson parent level. Revenue 33,817 34,864 Operating profit 3,716 3,924 Net financing charges (448) (554) Share of results of associates and joint ventures 1,094 1,100 Profit before tax 4,362 4,470 Tax (797) (826) Profit after tax 3,565 3,644 Non-controlling interests (1,884) (2,126) Underlying profit attributable to shareholders 1,681 1,518 Non-trading items (572) (1,986) Net profit/(loss) 1,109 (468) During the year, Jardine Matheson accelerated its transformation from an owner-operator model to an investment company, sharpening its focus on total shareholder returns. This renewed emphasis contributed to a robust 5Y TSR and strong & growing JMH parent free cash flows. Revenue The Group's revenue of US$33.8 billion in 2025 was 3% less than last year, principally due to business disposals and the translation impact of a weaker Indonesian rupiah. Revenue in the Group's ongoing businesses at constant exchange rate (CER) was 1% less than 2024. US$ US$ Astra's revenue was down year on year by 5% or 2% lower at CER due to a slowdown in four-wheeler (4W) sales in its Automotive business and lower prices in its coal mining business. Underlying earnings per share 5.72 5.24 Earnings/(loss) per share 3.78 (1.61) Hongkong Land's revenue from its Prime Properties Investment business* decreased by 4% from 2024, primarily due to lower rental income from the Central Portfolio in Hong Kong despite a higher rental income in Chinese mainland. Rental income on the Central Portfolio is temporarily impacted by the ongoing Landmark renovation. Jardine Pacific's auto-related business experienced weaker sales, mainly due to the cessation of the government's 1-for-1 replacement scheme in Hong Kong. * Following the strategic shift in the business direction to wind down Hongkong Land's build-to-sell segment, certain operations and assets within this segment have been identified as non-strategic business in 2025. The profit and loss from the non-strategic business is therefore presented separately from the underlying business performance and reported within non-trading items. The comparative figures have been re-presented and details as more fully disclosed in notes 1 and 41 to the financial statements. Value creation 2025 5-year TSR 8.8% p.a., above Jardine Matheson hurdle rate Capital recycling activities accelerating, US$4.8 billion in 2025, more than last 4 years combined JMH parent company returns net cash, providing investment flexibility US$250 million buyback programme launched 5YR total shareholder return (%) 2021 2022 2023 (6.4) 2024 2025 3.4 (1.4) (0.6) 8.8 Group capital recycling (US$ billion) 2021 2022 2023 2024 2025 1.8 0.2 0.9 0.9 4.8 JMH parent company net cash/(borrowings) (US$ billion) 2021 (1.2) 2022 (1.4) 2023 (0.9) 2024 (1.3) 2025 0.04 Jardine Cycle & Carriage's motor operations recorded a 7% increase in vehicle sales compared to 2024, due to higher commercial vehicle and used car sales in Singapore. O v e r vi ew Mandarin Oriental's subsidiary hotels benefited from robust demand, recording a 4% increase in revenue with improved performance seen in Hong Kong, Tokyo and Geneva. These were offset by the impact from the disposals of Munich and Paris, where management contracts were retained. Le a der s h i p s t a t em en t s DFI Retail revenue was in line with the prior year. In the Health and Beauty business, improved performance was seen across the region, however this was offset by softer sales in other businesses. Operating profit C r e a t ing va lue Operating profit from the Group's subsidiaries, excluding non-trading items, was US$3,716 million, a decrease of US$208 million or 5%. Astra's underlying operating profit decreased by 10% to US$2,448 million, reflecting weaker coal prices, a slowdown in 4W sales and a weaker Indonesian rupiah. This was partly mitigated by stronger performances in most of the other businesses, including non-coal mining, financial services and motorcycles. P er f orma nc e Hongkong Land's underlying operating profit from its Prime Properties Investment business decreased by US$74 million to US$619 million, principally due to lower occupancy and average office rents in Hong Kong and the impact of the Landmark renovation. G ov erna nc e DFI Retail's underlying operating profit increased by US$25 million to US$368 million, with good performance in health and beauty and recovery in home furnishing. F ina nc i a l s Jardine Cycle & Carriage reported an underlying operating profit of US$121 million in 2025, US$50 million higher than 2024, reflecting higher earnings from its motor operations and translation gain on foreign currency corporate loans compared to a loss in the prior year. Jardine Pacific reported an underlying operating profit of US$76 million, US$19 million higher than 2024, following a turnaround in its consumer businesses. Net financing charges Net financing charges of US$448 million were US$106 million below 2024, principally due to lower average net borrowings during the year. Interest cover^, excluding financial services companies, increased from 10 times to 13 times in 2025, reflecting the Group's prudent approach to financial leverage. Share of results of associates and joint ventures The Group's US$1,094 million share of underlying results of associates and joint ventures was broadly flat compared with 2024. The contribution from DFI Retail's associates and joint ventures was US$88 million, an improvement of US$45 million compared to the prior year, benefiting from the divestment of its minority stake in Yonghui and a higher contribution from Maxim's. Jardine Pacific's Engineering and Infrastructure associates and joint ventures saw encouraging growth of US$19 million as a number of ongoing projects progressed towards completion. The contribution from Astra's associates and joint ventures decreased by US$67 million during the year to US$569 million, mainly due to a lower contribution from the nickel business impacted by lower nickel prices. The Group's underlying contribution from Zhongsheng of US$60 million was US$23 million lower than last year, reflecting estimated lower new car profits seen in the first half of the year and based on the lowest recent external Non-trading items In 2025, the Group had net non-trading losses attributable to shareholders of US$572 million. These principally included a net fair value gain of US$181 million in investment properties, and impairment of associates of US$756 million, including impairment against Zhongsheng of US$732 million (2024: US$277 million). In 2024, the Group had net non-trading losses attributable to shareholders of US$1,986 million, which included a net decrease of US$1,209 million in the fair value of investment properties, impairment of associates and goodwill of US$456 million and US$112 million, respectively, sale and closure of businesses and a loss relating to divestment of an associate of US$174 million, offset by net gains on the sale of properties of US$39 million. Dividends The Board is recommending a final dividend of US$1.75 per share for 2025, providing a total annual dividend for 2025 of US$2.35 per share, 4% higher than 2024. The final dividend will be payable on 13 May 2026, subject to approval at the Annual General Meeting to be held on 7 May 2026, to shareholders on the register of members at the close of business on 20 March 2026. The dividend will be available in cash, with a scrip alternative. Cash flow Summarised cash flow analysts forecasts. The contribution from Jardine Cycle & Carriage's associates and joint ventures was stable at US$114 million. Improved performance was seen in Thaco, due to a strong result from its real estate business. REE had higher earnings from the power generation business together with an increase in JC&C's shareholding. However, there were lower contributions from Tunas Ridean's consumer finance and automotive operations and Siam City Cement Public Company Limited (SCCC) following the disposal in August 2024. Tax The underlying effective tax rate for the year was 24%, which was broadly in line with 2024. 2025 Cash generated from operations 5,732 5,637 Net interest and other financing charges paid (460) (551) Tax paid (937) (1,066) Dividends from associates and joint ventures 974 979 Operating activities 5,309 4,999 Capital expenditure and investments (2,801) (2,397) Disposals and repayments from associates and joint ventures 4,894 1,426 Cash flow before financing activities 7,402 4,028 Principal elements of lease payments (895) (877) Other financing activities (2,732) (2,961) Net increase in cash and cash equivalents 3,775 190 US$m 2024 US$m Λ Interest cover is calculated as the sum of underlying operating profit, before deduction of amortisation of right-of-use assets, net of actual lease payments, and the share of results of associates and joint ventures, divided by net financing charges excluding interest on lease liabilities. ‌Cash inflow from operating activities for the year was US$5,309 million, compared with US$4,999 million in 2024. The increase of US$310 million from the prior year was due to higher cash generated from operations, reduction in tax paid by Hongkong Land and Astra (as a result of lower earnings) and lower net financing charges paid. Capital expenditure and investments for the year, before disposals, amounted to US$2,801 million (2024: US$2,397 million). This included the following: US$1,170 million for the purchase of tangible assets, which included US$976 million in Astra (of which US$554 million was for the acquisition of heavy equipment and machinery by PT Pamapersada Nusantara), and US$113 million in DFI Retail for refurbishment of existing stores; US$543 million for the purchase of other investments, including US$529 million in Astra of which US$293 million represented acquisition of securities in relation to its financial services businesses, US$195 million for acquisition of bonds, and US$38 million for the acquisition of PT Medikaloka Hermina Tbk; and US$11 million in Corporate for capital calls by Hillhouse Fund V Feeder, L.P.; US$339 million for investments in various associates and joint ventures, primarily Astra's additional investment in PT Medikaloka Hermina Tbk of US$173 million and other investments amounting to US$110 million, and Jardine Pacific's Engineering and Infrastructure businesses of US$37 million; and US$278 million for the acquisition of subsidiaries, primarily Astra's investment in PT Mega Manunggal Property Tbk, an industrial and logistics property development company of US$180 million, PT Pratista Industrial Properti Satu and PT Pratista Industrial Properti Dua totalling US$76 million, together with increased interest to 80.2% in PT Supreme Energy Sriwijaya of US$30 million. In 2024, the Group's principal capital expenditure and investments included: US$1,191 million for the purchase of tangible assets, which included US$966 million in Astra (of which US$629 million was for the acquisition of heavy equipment and machinery by PT Pamapersada Nusantara), and US$153 million in DFI Retail for refurbishment of existing stores; US$417 million for the purchase of other investments, including US$292 million in Astra of which US$288 million represented acquisition of securities in relation to its financial services businesses; and US$75 million in Corporate for the capital calls by Hillhouse Fund V Feeder, L.P.; and US$369 million for investments in various associates and joint ventures, primarily JC&C's additional investment in REE of US$98 million, Hongkong Land's investments of US$115 million mainly in its Build-to-sell business, most of which were joint venture projects in the Chinese mainland (in Chongqing and Nanjing), and in Singapore; and Astra's investment in PT Supreme Energy Rantau Dedap of US$87 million. O v e r vi ew Le a der s h i p s t a t em en t s The Group also continued to progress its portfolio management strategy to recycle capital from lower-yielding assets and assets we do not control. The contribution to the Group's cash flow from disposals and repayments from associates and joint ventures for the year amounted to US$4,894 million* (2024: US$1,426 million), which principally included: C r e a t ing va lue US$1,635 million from the sale of associates and joint ventures, primarily Yonghui and Robinsons Retail totalling US$897 million in DFI Retail, US$701 million from Hongkong Land's divestment of one Tower within its Singapore Commercial portfolio, and for US$36 million the Miami Hotel in Mandarin Oriental; P er f orma nc e US$1,258 million from the sale of investment properties, primarily the top thirteen floors of Mandarin Oriental's One Causeway Bay for US$881 million and part payment for certain floors of Hongkong Land's One Exchange Square of US$368 million; G ov erna nc e US$875 million from sale of other investments, primarily US$429 million and US$228 million from the sale of listed investments by Corporate and Jardine Cycle & Carriage, respectively, and investments by Astra's financial services businesses of US$185 million; and F ina nc i a l s US$687 million proceeds, net of transaction costs, relating to the sale of Hongkong Land's Singapore and Malaysia residential development businesses for US$529 million, DFI Retail's Singapore Food business for US$67 million and Munich Hotel for US$46 million. * US$4,777 million (2024: US$946 million) capital recycled across the Group is calculated based on the Group's cash flow from disposals and repayments from associates and joint ventures of US$4,894 million (2024: US$1,426 million), excluding repayments from associates and joint ventures of US$273 million (2024: US$259 million), sale of tangible assets of US$158 million (2024: US$173 million), sale of right-of-use assets of US$8 million (2024: US$16 million), sale of other investments in Astra's financial services businesses of US$185 million (2024: US$171 million), and sale of certain investments in Corporate of US$21 million (2024: nil), and adding back the net repayment from Hongkong Land's build-to-sell associates and joint ventures post-announcement of the exit of US$291 million (2024: nil), Mandarin Oriental's sale of a hotel property of US$117 million (2024: US$105 million), the decrease in holding in a subsidiary of US$120 million (2024: nil), and others of US$34 million in 2024. The Group's cash flow from disposals and repayments from associates and joint ventures in 2024 included principally: US$388 million from the sale of associates and joint ventures, primarily Jardine Cycle & Carriage's investment in SCCC of US$344 million; US$317 million from the sale of the Mandarin Oriental's Paris hotel and the property holding companies in DFI Retail; and US$253 million from sale of other investments, primarily US$171 million from the sale of investments by Astra's financial services businesses; and sale of a listed investment by Corporate for US$82 million. During the year, the Company also repurchased its own shares (for cancellation) at a total cost of US$32 million (2024: US$101 million). Additional shares in portfolio companies were also purchased. Shares in Jardine Cycle & Carriage were acquired at a total cost in 2025 of US$49 million (2024: US$527 million). There were share buybacks in Hongkong Land at a total cost of US$279 million and at Astra and its subsidiary, United Tractors, at a total cost of US$107 million and US$103 million, respectively. These purchases are recognised as part of financing activities in The Group's Treasury operations are managed as cost centres and are not permitted to undertake speculative transactions unrelated to underlying financial exposures. Note 43 of the financial statements summarises the Group's financial risk factors. Funding The Group is well financed with strong liquidity. Net gearing, excluding net borrowings relating to Astra's financial services companies, was 5% at 31 December 2025, down from 14% at the end of 2024. This reflects the disposals in the year and strong cash flows from operating activities. Investment for long-term growth by portfolio companies remains the Group's top capital deployment priority. Net borrowings, on the same basis, were US$2.7 billion at 31 December 2025, compared with US$7.3 billion at the end of 2024. Astra's financial services companies had net borrowings of US$3.9 billion at the end of the year, compared with US$3.7 billion at the end of 2024. Net borrowings * and total equity (US$ billion) 6.6 2021 the Consolidated Cash Flow Statement. Treasury policy The Group manages its exposure to financial risk using a variety of techniques and instruments. The main objectives are to limit foreign exchange and interest rate risks to provide a degree of certainty about costs. Investment of the Group's cash resources is managed so as to minimise risk, while seeking to enhance yield. Appropriate credit guidelines are in place to manage counterparty risk. 2022 2023 2024 2025 Net borrowings Total equity 58.4 7.5 8.4 56.3 7.3 55.9 2.7 53.3 54.6 When economically sensible to do so, borrowings are taken in local currency to hedge foreign exchange exposures on investments. A portion of borrowings is denominated in fixed rates. Adequate headroom in committed facilities is maintained to facilitate the Group's capacity to pursue new investment opportunities and to provide some protection against market uncertainties. Overall, the Group's funding arrangements are designed to keep an appropriate balance between equity and debt from banks and capital markets, both short and long term in tenor, to give flexibility to develop the business. * Excluding net borrowings of Astra's financial services companies. At the year end, undrawn committed facilities totalled US$6.4 billion. In addition, the Group had liquid funds of US$8.6 billion. During the year, the Group's total equity increased by US$1.3 billion to US$54.6 billion. The average tenor of the Group's borrowings at 31 December 2025 was 4.4 years, slightly up from 4.3 years at the end of 2024. 90% of borrowings were non-US dollar denominated, as shown below, and directly related to the Group's businesses in the countries of the currencies concerned. At 31 December 2025, approximately 51% of the Group's borrowings, exclusive of Astra's financial services companies, were at floating rates and the remaining 49% were at fixed rates, including those hedged with derivative financial instruments with major creditworthy financial institutions. 85% of the borrowings for Shareholders' funds Shareholders' funds at 31 December 2025 are analysed below, by business and by geographical area. There were no significant changes in either from the prior year. O v e r vi ew By business DFI Retail 1% Zhongsheng 2% Astra's financial services companies were at fixed rates. Borrowings profile at 31 December 2025 Interest rate * Jardine Pacific 4% JC&C 5% (excl. Astra) Mandarin Oriental 9% 58% Hongkong Land Le a der s h i p s t a t em en t s 21% Astra 51% Floating By geography Fixed 49% Rest of the world 3% Other Southeast Asia 12% 62% China * Excluding Astra's financial services companies. C r e a t ing va lue Indonesia 23% Currency USD 10% 41% IDR Principal Risks and Uncertainties P er f orma nc e A review of the principal risks and uncertainties facing the Group is set out on pages 73 to 80. Others 19% Maturity > 5 years 25% 2-5 years 25% 30% HKD 32% < 1 year 18% 1-2 years Accounting policies G ov erna nc e The Directors continue to review the appropriateness of the accounting policies adopted by the Group, having regard to developments in International Financial Reporting Standards. The accounting policies adopted in 2025 are consistent with those of previous year. F ina nc i a l s Certain financial information of the Group's listed subsidiaries presented and referred to in the following individual business performance section represents the financial information of each respective business of the Group as reported within their own Annual Report (100% basis). References to profit attributable to shareholders are therefore the performance attributable to the shareholders of the respective business, which we believe provides the reader a better understanding of the relevant listed portfolio companies. Portfolio review Astra ‌Financial highlights Resilient and stable financial performance and strong TSR amidst soft economic conditions Net income down 3% due to weaker coal prices and slowdown in 4W sales offset by strong non-coal mining and steady motorcycle sales Astra to focus on cost improvement initiatives amidst a softer macro environment 2025 2024 Change (%) 5Y TSR (%) 9.8% 0.3% 9.5ppts Reported EPS (IDR) 810 837 -3% DPS (IDR) 390 406 -4% Net cash* (IDR$bn) 9,055 9,694 -7% Net income (IDR$bn) 32,769 33,901 -3% Contribution to JMH underlying net profit (US$m) 787 808 -3% * Excluding net debt of financial services companies IDR figures above are on a 100% Astra basis Strategic progress Robust earnings and strategic progress drive 5Y TSR 9.8% p.a. and 41.4% 1Y TSR Buyback programmes started at Astra and United Tractors Board of Commissioners enhancements to come and clear leadership succession ongoing Forward focus on core automotive, consumer finance and heavy equipment and mining segments Value creation Total shareholder return (%) Reported EPS (IDR) DPS (IDR) 1 year 5 years 10 years 25 years 9.8 0.3 1.0 5.7 16.0 20.6 41.4 2021 2022 2023 2024 2025 499 715 0.2 836 837 810 2021 2022 2023 2024 2025 239 406 390 519 640 2024 2025 18 Jardine Matheson Annual Report 2025 Portfolio review O v e r vi ew Astra in 2025 delivered rupiah denominated net profit of IDR32.8 trillion, a 3% decline compared to 2024 amidst trade tensions and softer domestic economic conditions. US dollar net profit declined 7% due to weakness in the IDR-USD exchange rate. 2025 saw strong performance in the motorcycle division, consumer finance and non-coal mining segments, offset by headwinds in four-wheeler automotive and coal mining. Astra's contribution to JMH's underlying net profit fell by 3% to US$787 million. Aligned with our TSR strategy, Astra and United Tractors each completed an IDR2.0 trillion (US$121 million) share buyback programme in January 2026. In the same month, they both announced another tranche of share buybacks of up to IDR2.0 trillion each, which will continue in Q1 2026. These programmes reflect confidence in the prospects of Astra and United Tractors. Astra finished the year with net cash of IDR9.1 trillion (US$540 million), providing continued flexibility to fund its strategic priorities. We are working with Astra on talent management. In 1H 2026 we will announce enhancements to the Astra Board of Commissioners. Alongside this, executive succession efforts are ongoing, including the appointment of Amy Hsu as Chief Financial Officer in January 2026, succeeding SC Chiew. Le a der s h i p s t a t em en t s Importantly, we are working with Astra to implement long-term incentive arrangements to align compensation with shareholders' interests and drive long-term earnings enhancement. C r e a t ing va lue Astra continues its capital deployment strategy in new growth sectors with acquisitions completed or signed in non-coal mining, healthcare and modern logistics infrastructure, in aggregate deploying IDR10.4 trillion (US$631 million) against these investments in 2025. P er f orma nc e G ov erna nc e F ina nc i a l s Jardine Matheson remains committed long term to investing in Indonesia and to supporting Astra's capital recycling efforts to drive future growth. Portfolio review Hongkong Land Financial highlights Significant improvement in 5Y TSR as HKL execute strategy US$3.6bn capital recycled at the end of February 2026, 90% of HKL's 2027 US$4bn target Total equity: Central portfolio valuation increases for first time since 2018 Temporary decrease in underlying net profit, impacted by softer Hong Kong office and Landmark renovation 5% increase in dividend paid to JMH parent in line with HKL's commitment to grow dividends per share over time 2025 2024* Change (%) 5Y TSR (%) 16% 1.2% 14.8ppts Net cash/(debt) (US$m) (3,577) (5,088) +30% Total equity (US$m) 30,833 29,969 +3% NAV per share (US$) 14.30 13.57 +5% Underlying net profit (US$m) 458 499 -8% Contribution to JMH underlying net profit (US$m) 245 265 -8% Dividend paid to JMH parent (US$m) 271 259 +5% Figures above are on a 100% Hongkong Land basis Strategic progress Strategic progress delivers 58.8% 1Y TSR Substantial capital recycling Partial disposal of One Exchange Square to HKEX Sale of MCL Land Wind down of build-to-sell SCPREF formed with US$6.4bn AUM, a scalable asset management platform with higher quality of earnings 'Tomorrow's CENTRAL' progressing to deliver higher yield Over US$330m share buyback invested up to end of February 2026 Value creation 45.7 Total shareholder return (%) Underlying EPS (US¢) DPS (US¢) 1 year 5 years 10 years 25 years 1.2 0.1 4.2 8.5 8.8 16.0 58.8 2021 2022 2023 2024* 2025 22.60 20.98 41.49 34.44 33.15 2021 2022 2023 2024 2025 22.00 22.00 22.00 23.00 25.00 2024 2025 * Following the strategic shift in the business direction to wind down the build-to-sell segment, certain operations and assets within this segment have been identified as non-strategic business in 2025. The profit and loss from the non-strategic business is therefore presented separately from the underlying performance and reported within non-trading items. The comparative figures have been re-presented. 20 Jardine Matheson Annual Report 2025 Portfolio review O v e r vi ew Hongkong Land (HKL)'s contribution to JMH's underlying net profit decreased by 8% to US$245 million, principally due to lower average office rentals and the temporary impact of reduced Hong Kong retail rental income as a result of ongoing renovation works of the Landmark luxury retail space. Recurring dividend income received by the JMH parent increased by 5% to US$271 million, in line with Hongkong Land's mid-term strategy and prospects, and consequent commitment to growing dividends per share over time. HKL made substantial progress on capital recycling in 2025. Completed or announced net proceeds recycled as at the end of February 2026 totalled US$3.6 billion since their new strategy was announced in October 2024. These include the partial disposal of One Exchange Square to the Hong Kong Stock Exchange (US$0.8 billion), the sale of MCL Land (US$0.7 billion), the recycling from other build-to-sell portfolio (US$0.8 billion), and the formation of the Singapore Central Private Real Estate Fund (SCPREF) and resulting disposal of Hongkong Land's 33.3% interest in Marina Bay Financial Centre Tower 3 in Singapore for S$1.7 billion (US$1.3 billion). This represents 90% of HKL's target of recycling at least US$4 billion by the end of 2027. F ina nc i a l s During the year, the group made considerable progress in recycling capital from its build-to-sell portfolio, realising some US$800 million from inventory sales, primarily from the Chinese mainland. In February 2026, HKL announced the establishment of SCPREF, its first private real estate fund. The new fund has more than US$6.4 billion of assets under management, Le a der s h i p s t a t em en t s with Qatar Investment Authority and APG Asset Management as founding investors. SCPREF was seeded with some of Singapore's highest-quality commercial real estate assets, including equity interests in One Raffles Quay, Marina Bay Financial Centre Towers 1 and 2, One Raffles Link and Asia Square Tower 1. C r e a t ing va lue P er f orma nc e G ov erna nc e SCPREF represents a significant milestone in the execution of HKL's strategy to build a scalable third-party capital platform, broadening HKL's investor base and diversifying income through fee-based revenues. As the manager of SCPREF, HKL intends to pursue growth opportunities in prime commercial properties - focusing on Singapore's key business districts - in a more capital-efficient manner. This is an example of both Jardine Matheson supporting our portfolio companies to enhance quality of earnings, and the portfolio company leadership team executing new strategies at pace. Michael Smith and his management team are bringing outstanding innovation and creativity to the business. Portfolio review DFI Retail Group Financial highlights 5Y TSR rebound from earnings improvement and cash return to shareholders Underlying net profit increased 35%. Improved result from associates following Yonghui disposal, good performance in H&B, and recovery in Home Recurring dividend income to JMH parent increased by 24% US$465m special dividend paid to JMH parent in 2025 Finished year net cash position, providing capacity to fund strategic priorities 2025 2024 Change (%) 5Y TSR (%) 5.1% -13.1% 18.2ppts Net cash/(debt) (US$m) 70 (468) N/A Underlying net profit (US$m) 270 201 +35% Contribution to JMH underlying net profit (US$m) 209 155 +35% Ordinary dividend paid to JMH parent (US$m) 110 89 +24% Special dividend paid to JMH parent (US$m) 465 - N/A Figures above are on a 100% DFI Retail basis Strategic progress 114 new locations opened across 12 markets Decisive portfolio actions drive 93.6% 1Y TSR Disposals of: Yonghui Superstores, Feb 2025 Robinsons Retail, May 2025 Singapore Food, Dec 2025 US$600m special dividend 70% dividend payout ratio Announced mid-term target: US$310-350m underlying net profit by 2028 Value creation Total shareholder return (%) Underlying EPS (US¢) DPS (US¢) 1 year 5 years 10 years 25 years (13.1) (9.7) 93.6 2021 2022 2023 2024 2025 2.14 7.73 11.49 14.91 20.05 2021 2022 2023 2024 2025 3.00 9.50 8.00 10.50 14.00 11.4 5.1 0.4 8.1 15.0 2024 2025 22 Jardine Matheson Annual Report 2025 Portfolio review O v e r vi ew Le a der s h i p s t a t em en t s DFI Retail (DFI)'s contribution to JMH's underlying net profit increased to US$209 million in 2025, a 35% increase compared to the prior year. This strong performance was driven by improved margins and proactive portfolio actions. Recurring dividend income received by JMH parent increased by 24% to US$110 million. A special dividend of US$465 million was also received following divestments. DFI finished the year in a net cash position, providing it with investment capacity for its future strategic priorities. C r e a t ing va lue DFI completed the divestments of low yielding, minority stakes in Yonghui and Robinsons Retail, as well as its Singapore Food business, enabling reinvestment in its core segments. This approach, combined with a sharpened focus on retail excellence and a strengthened balance sheet, delivered a one-year TSR exceeding 90% in 2025. Scott Price and his P er f orma nc e G ov erna nc e F ina nc i a l s leadership team have brought outstanding execution focus and discipline to DFI operations in challenging market conditions. Portfolio review Mandarin Oriental Financial highlights 5Y TSR 13.5% p.a., supported by the privatisation Year-end US$856m net cash following disposal of 13 floors of One Causeway Bay Special dividend of US$758m paid in January 2026. JMH parent received US$668m Underlying net profit up 4% with higher contributions from Hong Kong and Tokyo More than 30 projects in the pipeline 2025 2024 Change (%) 5Y TSR (%) 13.5% 0.3% 13.2ppts Net cash/(debt) (US$m) 856 (93) N/A Underlying net profit (US$m) 78 75 +4% Contribution to JMH underlying net profit (US$m) 68 63 +8% Dividend paid to JMH parent (US$m) 56 52 +8% Figures above are on a 100% Mandarin Oriental basis Strategic progress Five new locations under management contracts opened in 2025 Privatisation to acquire remaining 11.96% shares of MO - Allows JMH to grow MO in private market and maximise potential - Fair offer approved by 99.76% of independent shareholder votes Value creation Capital recycling MO completed sale of 13 floors of One Causeway Bay for US$925m MO paid US$758m special dividend JMH portfolio simplification Simplified holding structure MO continues to benefit from Jardines' reputation and balance sheet Total shareholder return (%) Underlying net profit (US$m) Recurring dividends paid to Jardine Matheson (US$m) 1 year 5 years 10 years 25 years 14.7 0.3 13.5 2.6 9.9 6.5 9.5 95.2 2021 (68) 2022 2023 2024 2025 2021 0 8 2022 0 81 2023 15 75 2024 52 78 2025 56 2024 2025 24 Jardine Matheson Annual Report 2025 Portfolio review O v e r vi ew Le a der s h i p s t a t em en t s The underlying net profit contribution from Mandarin Oriental (MO) increased by 8% to US$68 million compared to the prior year, driven by higher contribution from Hong Kong and Tokyo. MO's strong earnings enabled it to continue to invest in its long-term growth strategy. In 2025, MO opened two new hotels and completed three re-brandings, bringing five new locations into its portfolio. Globally, MO now operates 45 hotels, C r e a t ing va lue 15 residences, and 36 exceptional homes across 28 countries and territories. MO also has more than 30 signed hotel and branded residences projects in the pipeline. P er f orma nc e In December, MO completed the sale of 13 floors of its newly completed Grade A commercial building, One Causeway Bay, to Alibaba Group and Ant Group. The proceeds were used to pay a special dividend of US$0.60 per MO share in January 2026, with JMH parent receiving US$668 million. JMH used part of the proceeds to acquire the remaining 11.96% of G ov erna nc e F ina nc i a l s MO's shares it did not already own. JMH will continue to opportunistically review the assets owned by MO for capital recycling. Portfolio review Jardine Pacific Financial highlights Encouraging growth from Engineering and Infrastructure businesses Provide important source of recurring cash flows to JMH parent 2025 2024 Change (%) Engineering and infrastructure businesses (US$m) 195 177 +10% Others (US$m) (4) (28) +85% Underlying net profit (US$m) 191 149 +28% Dividend paid to JMH parent (US$m) 170 170 - Figures above are on a 100% Jardine Pacific basis Jardine Pacific reported higher underlying net profit of US$191 million after corporate costs, up US$42 million compared to the previous year. The Engineering & Infrastructure businesses reported a 10% increase in underlying net profit to US$195 million compared to the previous year, while the consumer businesses saw a significant recovery. Recurring dividend received by JMH parent from Jardine Pacific was US$170 million. Value creation Underlying net profit # (excluding corporate & other interests) (US$m) Recurring dividends paid to Jardine Matheson (US$m) Return on average shareholders' funds (excluding corporate & other interests) (%) 2021 2022 2023 2024 2025 183 185 166 157 203 2021 2022 2023 2024 2025 155 155 150 170 170 2021 2022 2023 2024 2025 44.5 42.2 41.1 44.1 54.9 # Excluding disposed businesses. 26 Jardine Matheson Annual Report 2025 Portfolio review Jardine Cycle & Carriage O v e r vi ew Le a der s h i p s t a t em en t s Financial highlights Underlying net profit up 1% to US$1,110m • Excluding Astra, underlying net profit up 68% to US$183m 2025 2024 Change (%) 5Y TSR (%) 16.4% 3.5% 12.9ppts Underlying net profit (US$m) 1,110 1,102 +1% Underlying net profit (excluding Astra) (US$m) 183 109 +68% Contribution to JMH underlying net profit (excluding Astra) (US$m) 155 99 +56% Dividend paid to JMH parent (US$m) 376 376 - Net debt (excluding Astra) (US$m) (584) (835) -30% C r e a t ing va lue P er f orma nc e Figures above are on a 100% Jardine Cycle & Carriage basis Including Astra, Jardine Cycle & Carriage (JC&C)'s contribution to JMH's underlying net profit increased by 4% to US$942 million. Excluding Astra, JC&C contributed US$155 million to JMH's underlying net profit, up 56% due to a higher contribution from the Vietnam businesses, foreign exchange gains and lower financing costs at the JC&C corporate level improved JC&C's overall profitability. Value creation In December 2025, JC&C divested 4.6% of its shares in Vinamilk for US$228 million, reducing its shareholding to 6.0%. On 26 February 2026, JC&C sold a further 3.5% interest in Vinamilk for approximately US$188 million. JC&C's parent company net debt finished the year US$239 million lower at US$577 million. 5.5 G ov erna nc e Total shareholder return (%) Underlying EPS (US¢) DPS (US¢) 1 year 5 years 0.3 10 years 25 years 3.8 16.4 3.5 11.2 14.7 23.7 2021 2022 2023 2024 2025 199 277 294 279 281 2021 2022 2023 2024 2025 80 F ina nc i a l s 111 118 112 113 2024 2025 Jardine Matheson Annual Report 2025 27 Sustainability ‌Building Towards 2030 From the outset, Jardines has applied a long-term perspective to growth, building resilience in our portfolio and thriving with the communities we serve. We see sustainability as a strategic driver of long-term value. Our sustainability strategy, Building Towards 2030, structures the Group's response to social and environmental megatrends affecting the outlook of our portfolio companies and the communities they serve. Each portfolio company develops its own sustainability agenda, aligned with the Jardines framework, and tailored to the unique characteristics of their respective industries, geographies and operating context. This approach ensures that sustainability is not only consistent across the Group but also relevant and impactful within individual sectors and our portfolio companies' local geographies. The strategy has nine focus areas across three strategic pillars: Leading Climate Action, Driving Responsible Consumption and Shaping Social Inclusion. It is aligned with five of the 17 United Nations Sustainable Development Goals (UNSDGs). Sustainability governance at the Company Integrating sustainability within our existing corporate governance structure enables strategic oversight, accountability and necessary reporting. The Company's Board and Audit Committee, which have oversight of sustainability matters, are supported by day-to-day supervision by senior management. This structure is complemented by strong engagement with portfolio companies through the Sustainability Leadership Council (SLC) - which brings together the chief executives of our principal companies and Jardine Matheson directors and senior executives - as well as by working groups focused on each pillar of our sustainability strategy. Jardine Matheson's Sustainability team works closely with all sustainability representatives from across our portfolio companies. The Company Board Sustainability is a regular agenda item at the Company Board and the boards of our portfolio companies. Items including progress on sustainability objectives and targets, ESG data performance, ESG ratings and upcoming priorities were reported to the Board in 2025. Jardines' representatives on the boards of our portfolio companies emphasise the strategic significance of sustainability to Jardines, ensuring that our commitment to sustainability, including climate action, is consistent across the Group and informs major business decisions. For details of the Board composition and responsibilities, please refer to the Corporate Governance section of this Report. The Company Audit Committee The Company Audit Committee supports the Board in overseeing and evaluating the Group's principal risks and uncertainties, including climate risks. The Audit Committee also reviews independent external assurance in respect of the key sustainability metrics which measure the Group's sustainability strategy, initiatives and goals, as disclosed in the Company's annual Sustainability Report. We have strengthened the governance of ESG data and the climate risk management reporting process at the Audit Committee. This ensures that ESG data, along with sustainability and climate risks, are reported and discussed at the committee level before publication. The upcoming IFRS sustainability-related financial disclosure requirements, along with the preparation plans for compliance, were presented to the Audit Committee in 2025. For details of the Audit Committee's role and responsibilities, please refer to the Audit Committee section of this Report. Sustainability Leading climate action Carbon Risk Resilience Driving responsible consumption Nature Plastic Food Shaping social inclusion Livelihood Education Health O v e r vi ew Le a der s h i p s t a t em en t s C r e a t ing va lue P er f orma nc e Sustainability team The Jardines Sustainability team supports the integration of sustainability considerations into the Group's broader business strategies and operations, and provides ongoing advice and support to the portfolio companies. Collaborating closely with various stakeholders, the team also implements sustainability initiatives and sets appropriate and relevant ESG metrics and targets to track progress on material ESG issues. Sustainability trends are regularly monitored and are incorporated into the Group's approach to ratings, reporting and disclosures. Engaging the portfolio companies The boards of the portfolio companies are responsible for overseeing their sustainability strategies, which are aligned with the Group's overall framework. The leadership of each of the portfolio companies should also establish appropriate sustainability metrics and targets, reporting progress on material issues to their respective boards. The audit committees are responsible for sustainability and climate-related risk management, as part of the enterprise risk management process. They also have oversight of ESG data performance and its assurance process, if applicable. G ov erna nc e F ina nc i a l s Sustainability Leadership Council The SLC is led by Jardine Matheson Executive Chairman, Ben Keswick. It currently comprises more than 20 members including Jardine Matheson's Chief Executive Officer, Executive and non-Executive Directors, chief executives of the portfolio companies and the heads of relevant functions. Meeting twice annually, the SLC serves as a collaboration platform for senior management across the portfolio to align and coordinate the Group's sustainability efforts, embedding sustainability as a strategic value driver, while ensuring consistent integration of sustainability considerations into corporate policies and business operations. Portfolio companies Audit Committees/ Risk Management and Compliance Committees Boards of portfolio companies The Company Board The Company Audit Committee Sustainability Leadership Council (SLC) Climate Action Working Group Responsible Consumption Working Group Social Inclusion Working Group Sustainability The Boards/Committees Operational team/working groups Report Oversee/ support Remark: The dotted line indicates that the SLC does not directly report to the Board and boards of the portfolio companies. However, executive management of the Company and our portfolio companies (who are SLC members) report to their respective boards. For details of the Risk Governance Structure, please refer to the Risk Management and Internal Control section. Sustainability Working Groups Designated working groups support each pillar of the Group's sustainability strategy. They comprise of the Jardine Matheson Sustainability team and colleagues from portfolio companies who are responsible for driving the various aspects of their sustainability agendas within their organisations. The working groups seek to identify, develop and recommend initiatives which will create synergies and strengthen cohesion and cooperation among the portfolio companies. Stakeholder engagement and materiality assessment We engage regularly with stakeholders to communicate our sustainability ambitions and progress, gather feedback to understand perspectives and expectations on key issues, and inform on our strategy, performance and disclosures. We conduct peer benchmarking and keep abreast of the latest global reporting standards and environmental and social megatrends material to the Group. This helps us continuously review and enhance our sustainability strategy. Climate action With the Group's support, guidance and oversight, our portfolio companies continue to build climate resilience and execute their strategies. Governance The Jardine Matheson Board is responsible for the overall strategic aims and objectives of the Company. A Sustainability update is an agenda item at Board meetings at least once a year when the Board is informed about climate-related issues, including climate-related strategy, decarbonisation targets, initiatives and progress, challenges and opportunities. Review of climate risks and opportunities is an integral part of the Group's risk management process. Climate change is considered as one of our Principal Risks and Uncertainties. Potential consequences of major types of climate risks and opportunities faced by the Group and their latest developments and progress of mitigation measures, are reported to the Audit Committee bi-annually, and reviewed by the Board. Listed subsidiaries also present climate risks, as well as the results of integration of climate risks into existing enterprise risk management process to their audit committees. The Company and portfolio companies' senior representatives provide corresponding updates on sustainability strategy to their respective boards. The Jardines Sustainability team, led by the Head of Corporate Affairs and Sustainability, supports the Company Board in developing the overall sustainability strategy and related initiatives. Strategy Our Group commitment to climate action is set out in the Group Climate Change Policy. The policy outlines the principles that steer the Group and our portfolio companies to build resilience to climate change impacts and the transition to a low-carbon economy. As a responsible Asia-based investment company we want to contribute to an orderly and equitable transition. Jardines has published a commitment to Supporting a Just Energy Transition, affirming our goals of scaling up investments in renewable energy and adjacent innovations, diversifying into non-coal mineral mining and not investing in new coal mines or coal-fired power plants. assumptions for risk assessment, setting the foundation for a robust methodology which would result in comparable outcomes across the portfolio. Two consolidated scenarios were developed based on internationally recognised data sets 4 to allow for a systematic analysis of two contrasting sets of political, technological, and socio-economic parameters, thereby understanding our resilience to various extremes: O v e r vi ew Le a der s h i p s t a t em en t s We have been engaged in an ongoing exercise to identify and analyse material climate risks and opportunities across the portfolio under different climate scenarios in three time horizons: short-term (within three years), medium-term (four to ten years) and long-term (beyond ten years). These time horizons are longer than the horizons adopted in assessment of broader enterprise risks as climate risks may materialise over a longer time horizon compared to other principal risks. In 2021, we completed a study of physical risks likely to have a material impact on the Group's significant assets, evaluating potential asset damage and business interruption. We analysed the exposure and impact of both acute 1 and chronic 2 hazards on more than 800 assets across our portfolio companies in 22 countries and regions. These assets represented the most significant operations, in terms of revenue, net asset value or strategic location. The study was conducted utilising three Representative Concentration Pathways (RCPs), presenting low-emissions, medium-emissions, and high-emissions scenarios. The scenarios are adopted and standardised by the Intergovernmental Panel on Climate Change (IPCC) 3 , enabling us to compare our climate risks across three plausible climate outcomes. In 2022, Jardines initiated an assessment of transition risks which might impact our portfolio companies. The exercise aimed to develop a consistent set of scenarios and Low-emissions scenario High-emissions scenario Global warming is limited to well below 2°C Rapid coordinated global response to climate change Implementation of strict climate policies Active decarbonisation of businesses High consumer awareness of climate change Global warming is on track to reach at least 3.3°C No significant acceleration and climate action from currently announced policies Slow investment in climate transition Lack of consumer awareness of climate change These scenarios will be periodically refreshed to align with C r e a t ing va lue P er f orma nc e climate science updates and significant changes in our operating environments. We have reviewed the policy and regulatory changes, analysed the impact on our portfolio companies, and concluded that a full reassessment of climate scenarios is not yet necessary. G ov erna nc e F ina nc i a l s The assessment produced distinct transition risk heat maps for the High-emissions and Low-emissions scenarios, identifying the critical impact of transition risk drivers across the diverse sectors of our portfolio companies in their most material geographic regions, based on revenue and/ or strategic value. A number of sector-specific mitigation planning workshops have been conducted to equip the portfolio companies with the knowledge and resources for climate resilience. Currently, we are unable to quantify the financial effects of the climate risks and opportunities because the effects are interconnected with those of existing business risks rather than being separately identifiable. The financial impact is also subject to a high level of estimation uncertainty as reliable data in the market is still lacking. 1 Acute hazards include landslide, rainfall flood, river flood, storm surge and typhoon. 2 Chronic hazards include extreme heat, snow melt, drought and sea level rise. 3 RCP 2.6 represents a low-emission scenario, RCP 4.5 represents a medium-emission scenario and RCP 8.5 represents a high-emission scenario. 4 Scenarios are based on the IPCC RCP 2.6, 8.5, SSP1 & SSP5, the Network for Greening the Financial System ('NGFS') Orderly Pathways & Hot house World, and the International Energy Agency ('IEA)' Sustainable Development Scenario & Stated Policy Scenario, supplemented by additional research to reflect the unique regional context. Physical risks under the high-emissions scenario The assessment of physical risks was based on the assumptions where there is a higher warming outcome due to delay in climate change mitigation, leading to more frequent and severe physical impacts to our portfolio. The financial impacts of physical risks are anticipated to be more significant in the high-emissions scenario. Physical risks Impacted portfolio and time horizon Potential financial impacts Portfolio-level mitigation/adaption measures Typhoons/ cyclones Severity, as measured by wind speed, is increasing in the Chinese mainland, Hong Kong, Indonesia, Vietnam, and the Philippines. Rainfall flooding Severity, as measured by flood depth, is expected to increase across Asia. More frequent and destructive typhoons impact Astra, Hongkong Land, DFI Retail, JC&C, some Mandarin Oriental hotels and Jardine Pacific. Expected onset: short to medium term More frequent and extreme rainfall flooding impact our low-lying and flood vulnerable major assets in Astra, Hongkong Land, DFI Retail, JC&C, some Mandarin Oriental hotels and Jardine Pacific. Expected onset: short to medium term Increased healthcare and injury-related costs due to the safety risk. Write-offs of assets or increased cost of replacement and repair due to asset damage Increased capital investments for adaptive infrastructure. Increased direct cost due to volatility in freight charges during closure in logistics facilities, price fluctuation driven by failure in production suffered by suppliers, or extra storage costs due to disruption in outbound logistics. Delayed project delivery or reduced service level due to disruption in inbound logistics and transportation. Reduced revenue due to shop closures, shortage of critical materials or services resulting from damage to critical infrastructure. Increased insurance premiums, due to a greater occurrence of claims. Execute precautionary protocols for typhoons and heavy rain (such as clearing drainage and deploying flood barriers), and maintain designated teams for emergency. Conduct physical risk assessments (such as geographical flood plain analyses) before committing to new locations to inform project design and equipment selection. Incorporate higher safety margins and adopt smart, digital and biotechnologies to fortify buildings. Localise and diversify supply chains for critical materials and product offerings to enhance supply chain resilience. Regular check up with logistics and distribution centres for the storage condition and delivery arrangement. Conduct periodic drills on emergency response and business continuity plans. Collaborate with government bodies regarding flood defences and restoration of natural barriers. Maintain comprehensive insurance coverage for asset damage and business interruption. Physical risks Impacted portfolio and time horizon Potential financial impacts Portfolio-level mitigation/adaption measures Extreme heat Measured by the combined impact of temperature and humidity, heat is forecasted to increase in the period to 2030 across Asia. Higher latitudes are expected to be most adversely affected. Increased ambient temperatures, more frequent heatwaves and extending dry seasons mostly impact Astra, Hongkong Land, DFI Retail, JC&C and Jardine Pacific. Expected onset: medium to long term Increased capital investments for adaptive infrastructure. Write-offs or increased maintenance costs for assets. Increased risk of damage in facilities and equipment, inventory and threats to employees due to higher potential of fires and explosions. Increased direct material costs due to price increase driven by yield reduction, or spoilage of perishable food and pharmaceutical goods. Increased air-conditioning operating and maintenance costs to maintain thermal comfort and optimal temperature for equipment and inventory. Increased health and safety costs to prevent or remediate heat-related illness or hazards. Reduced productivity due to heat-related illness, shortened working hours, power outage, shortage or compromised quality of heat-sensitive inputs (e.g. crop and livestock). Reduced revenue due to decline in customer footfall and productivity loss. F ina nc i a l s Increased operational costs driven by higher water demand for cooling and landscaping. Retrofit existing buildings with more efficient HVAC equipment, additional ventilation system and optimise system configuration. O v e r vi ew Install digital temperature probes at cold chain and storage, and adjust work schedule to reduce heat exposure. Le a der s h i p s t a t em en t s Strengthen communications channels with suppliers and logistics to obtain real-time updates on potential disruptions. Localise and diversify supply chains for critical materials and product offerings to enhance supply chain resilience. C r e a t ing va lue Incorporate cooling vests and mist coolers as part of PPE and monitor weather conditions to minimise heat-induced health impacts on workers. P er f orma nc e Install backup power systems and test cooling system capacity regularly to prevent breakdown. Implement robust water management measures and track water footprint. G ov erna nc e Maintain comprehensive insurance coverage for heat-related asset damage and business interruption. Portfolio-level mitigation/adaption measures Potential financial impacts Impacted portfolio and time horizon Physical risks Sea level rise Severity, as measured by the rise of sea level, is expected to increase globally. Increased sea level rise/coastal inundation mostly impacts Hongkong Land's Central portfolio in Hong Kong, some Mandarin Oriental hotels, JC&C and Jardine Pacific. Expected onset: medium to long term Increased capital investments for adaptive infrastructure. Write-offs of assets due to significant structural damage from permanent inundation of access and egress points of coastal properties. Increased cost of supplies due to price increase driven by lower crop yield or disruptions in logistic routes. Disruption of business operations, transportation of goods during coastal flooding. Reduced revenue due to inundation of assets, limiting business opportunities. Increased insurance premiums and reduced availability of insurance coverage. Conduct physical risk assessments before committing to new locations to inform acquisition decisions and project design. Evaluate relocation of high-risk assets to higher ground or less vulnerable areas. Engage the government for adequate planning and preparation of extreme weather events. Implement operational procedures for emergency extreme weather preparedness. Engage industry peers to exchange insights and collaborate on solutions. Support local community in protection and restoration of natural barriers, which can absorb storm surges and reduce flooding impacts. Transition risks under the low-emissions scenario The assessment of transition risks was based on the assumptions where there are stricter climate change policies and stronger demand in climate change adaptation. The financial impacts of transition risks are anticipated to be more significant in the O v e r vi ew low-emissions scenario. Transition risks Impacted portfolio and time horizon Potential financial impacts Portfolio-level mitigation/adaption measures Carbon price Direct (e.g. carbon tax) or indirect costs associated with emissions reduction regulatory or fiscal policies. All portfolio companies will be affected, however these risks would be especially impactful for those operating in high energy consuming and/or high carbon emitting sectors, namely Astra, Hongkong Land, DFI Retail and Gammon. Expected onset: Increased capital investments for decarbonisation. Increased cost of products and services due to passthrough of carbon tax to product prices by suppliers, especially for emission-intensive items such as vehicles, EV batteries, steel and cement. Increased compliance costs from higher legal and regulatory stringency. Reduced revenue from market segments affected by carbon tax (e.g. ICE vehicles, engineering products with higher embodied carbon/lower energy efficiency) and loss of market share if failing to provide low-carbon products to customers. Develop a net-zero strategy, with SBTi-validated near-term targets in most of our portfolio companies. Le a der s h i p s t a t em en t s Adopt low-carbon designs, such as certified low-carbon rebar or concrete mix, in new buildings, hotels and retail stores. C r e a t ing va lue Develop a strategy for a lower-carbon supply chain in retail, including local sourcing efforts and sustainable commodities, and explore low-carbon alternatives with suppliers. Install on-site solar panels to reduce purchased electricity. medium to long Energy price The rising prices of primary and secondary energy, i.e., fossil fuels and electricity. term Increased capital expenditures due to higher energy efficiency requirements. Increased cost of products and services due to passthrough of energy price to product prices by suppliers. Increased expenses for cooling, operation of machinery and transportation of goods. Potential loss of market share if failing to provide energy-efficient alternatives to customers. Conduct energy audits and leverage advanced technology to inform energy efficiency. P er f orma nc e Research and expand product offerings which reduce energy costs for end-users (e.g. EVs). G ov erna nc e Incorporate internal carbon price in purchase decision making to anticipate impact on emissions and financials. Policies and regulations Examples include green building policies and electric vehicle (EV) policies. Green building policies are applicable to most of our portfolio companies, especially the property and construction industry; EV policies are applicable to our motor portfolio, i.e., Zung Fu, JC&C and Astra. Expected onset: medium to long term Increased capital investments in retrofitting buildings to meet green building design standards. Increased cost of products and raw materials such as low-carbon steel, cement. Increased operating costs to enhance business processes and provide required disclosure according to new requirements. Increased costs of electricity driven by government policies to shift energy mix towards more renewable energy sources. Decreased revenue from products phased-out by regulations or competing with government-subsidised substitutes, such as ICE vehicles. Diversify product offering to capture the growing demand of products supported by government policies, F ina nc i a l s e.g. green buildings, EVs, biofuel. Conduct energy audits and leverage advanced technology to inform energy efficiency optimisation and upgrades, e.g. JEDI from JEC. Monitor upcoming climate-related regulatory requirements, contribute to policy consultations and prepare for early actions. Source low-carbon materials or provide circular options for customers. Climate-related opportunities under the low-emissions scenario The assessment of climate-related opportunities was based on the assumptions that climate change policies and shifting consumer awareness of climate change will drive greater demand for sustainable solutions. Climate-related opportunities Impacted portfolio and time horizon Potential financial impacts Portfolio-level response Shifting consumer preferences towards low-carbon buildings, materials, products and services This is an emerging opportunity to capture business growth for Hongkong Land and Gammon in the property and construction sector; Astra, JC&C and Zung Fu in the automotive sector; DFI Retail in the retail and restaurants sector, and JEC in the engineering services sector. Increased capital investment in renewable energy installation, retrofitting older buildings with sustainable features. Reduced costs of materials by reusing or recycling good-condition materials from dissembled old products. Increased operating costs of powering heavy machinery with cleaner energy. Increased revenue from low-carbon products and services that meet the growing demand. Publish a Just Energy Transition statement to commit to no new coal mine acquisitions and no new investments into coal-fired power plants. Diversify the mining operations into nickel and gold to capture the growing demand for critical minerals for the transition (e.g. battery, solar panel production). Support the EV transition by acquiring new EV brands and investing in the EV ecosystem, such as charging networks. Obtain green building certifications and increase renewable energy adoption in our investment property portfolio. Collaborate with tenants on green building features, ESG data transparency and carbon reduction. Expected onset: medium to long term Deliver engineering and construction projects that increase supply of clean energy (e.g. biofuel and waste-to-energy), utilise lower carbon building materials (e.g. lower carbon concrete mix). Work with utility companies (e.g. the Power Up Coalition), the plant suppliers (e.g. Battery Energy Storage System, Electric Drilling Rig) and customers to promote lower carbon energy sources. Renewable energy and energy efficiency This is a present opportunity to all portfolio companies. Increased capital investment in renewable energy and adoption of equipment with higher energy efficiency. Expand our renewable energy investments, for example in REE in Vietnam through JC&C; and in hydro, geothermal, solar and waste-to-energy through Astra. Increased market value of properties that are highly rated as energy efficient. Reduced energy costs in properties due to savings from solar arrays and batteries. Invest in solar panels at owned assets. Retrofit existing buildings with more efficient HVAC equipment, additional ventilation system and optimise system configuration. Conduct energy audits and leverage advanced technology to inform energy efficiency optimisation and upgrades, e.g. JEDI from JEC. Reduced exposure to future fossil fuel price increase. Join Power Up Coalition to accelerate electrification in Hong Kong's construction industry. Reduced exposure to GHG emissions and less sensitivity to changes in cost of carbon. Explore new technology that reduces emissions, such as power modes automation to adjust machine load. Each of our portfolio companies allots a budget to fund sustainability and climate-related activities. The budgets are approved by the Chief Finance Officers of the Company and our portfolio companies. The Group has a framework for a systematic incorporation of sustainability considerations, including climate risks, into capital allocation decisions - a framework which we continue to enhance. Considering business growth, challenges of unproven technology innovations and initiative deployment timelines, we understand that our emission reduction and climate resilience pathway will not be a linear process. We are increasingly focused on ensuring that our investment opportunities align with our sustainability goals. We continue to support Asia's shift to clean energy, including JC&C's investment in REE which has a growing renewable energy portfolio in Vietnam, Astra's development of EV infrastructure in Indonesia, and our motor portfolio companies' distribution of new energy vehicles in Hong Kong, Singapore and Indonesia. In addition, in 2025, Astra progressed its used car strategy, with US$120 million investment by Toyota for 40% in Astra Digital Mobil. United Tractors also completed the acquisition of an additional 30.6% stake in Supreme Energy Sriwijaya to expand the renewable energy portfolio. Risk management We have incorporated the best practices of enterprise risk management into the process of climate risk identification, assessment and management, combining a bottom-up process with a top-down strategic view. The sustainability teams in each of our portfolio companies are responsible for climate risk management and provide a business-specific climate risk perspective to their risk management teams. Operations or property management teams play a critical role in implementing asset-level resilience measures to ensure day-to-day operational continuity and long-term asset protection. Both physical and transition risk reports from the 2021 and 2022 climate risk assessments have been provided to the portfolio companies to explore the implications and develop mitigation measures to minimise the impact including property damage and business interruption. As with other principal risks and uncertainties, material climate risks and mitigation measures are reported to the ARM team by the portfolio companies and consolidated into the Group risk register to formulate a risk heat map, which guides risk prioritisation. The risk heat map is reported to the Audit Committee twice a year. Climate risks are featured in the Group's Principal Risk and Uncertainties. We have developed a Group approach to the integration of both physical and transition climate risks into the existing risk management process and business risk register, which aligns with best practices defined by COSO 5 , TCFD, and ISO 3001. O v e r vi ew A climate risk sub-register has been created to formalise current efforts and monitoring across the portfolio companies. It is a full list of climate risks and opportunities over the short, medium and long-term, which facilitates the discussion and knowledge transfer on climate matters between teams. Le a der s h i p s t a t em en t s C r e a t ing va lue Sustainability and risk management teams will monitor the risk signals (e.g. carbon price policies) and evaluate the impact of each climate risk under different climate scenarios. Once the climate-related risk events/drivers materialise and are significant, they will be included in the business risk register to keep climate-related risk causes monitored by the respective risk owners ensure accountability. For example, supply ch...

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