1.2

Definition of "independent director"

(xi)

Would the issuance of shares by a listed issuer or its subsidiary to a director of such listed issuer constitute a "transaction" as used in paragraph (g) of the said definition?

No, the issuance of shares by a listed issuer or its subsidiary to a director of such listed issuer would not constitute a "transaction" for the purposes of paragraph (g) of the said definition.