第 1 頁 共 10 頁 v 1.2.1 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | 2026年3月31日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 香港上海大酒店有限公司 | | | 呈交日期: | 2026年4月1日 | | | I. 法定/註冊股本變動 不適用 | | | FF301 II. 已發行股份及/或庫存股份變動及足夠公眾持股量的確認 1. 股份分類 普通股 股份類別 不適用 於香港聯交所上市 (註1) 是 證券代號 (如上市) 00045 說明 已發行股份（不包括庫存股份）數目 庫存股份數目 已發行股份總數 上月底結存 1,666,939,850 0 1,666,939,850 增加 / 減少 (-) 本月底結存 1,666,939,850 0 1,666,939,850 足夠公眾持股量的確認(註4) FF301 III.已發行股份及/或庫存股份變動詳情 FF301 | 根據《主板上市規則》第13.32D(1)條或第19A.28D(1)條 / 《GEM ...

香港上海大酒店有限公司 2025 氣候相關披露 香港上海大酒店有限公司 1 氣候相關披露 以下陳述參考氣候相關財務披露工作小組(TCFD)及國際可持續準則理事會(ISSB)的國際財務報告準則IFRS S2－氣 候相關披露的建議，概述我們如何管理有關氣候變化的相關風險，以及該等風險或會對本集團業務造成的影響。 請參閱第11頁的氣候相關披露內容索引，對應香港聯交所環境、社會及管治報告守則1 D部分及國際財務報告準則 IFRS S2－氣候相關披露事項，以及有關披露要求的任何額外解釋或備註。 氣候策略 全球大氣層中的溫室氣體濃度持續上升，導致冰川融化、海平面上升、生態系統與氣候規律的改變，該等不利影響 會令極端氣候更加頻繁和嚴重。我們深明，積極應對氣候相關風險刻不容緩，必須提升業務的氣候韌性，同時發掘 能為企業及業務相關人士創造價值的發展機遇。本集團的可持續發展策略「尊尚傳承2030願景」為本公司訂立發展 藍圖，協助構建具韌性的業務模式，並引領我們邁向可持續發展的未來。 | 氣候策略 | 主要行動 | | --- | --- | | 1) 緩減氣候變化 | 我們根據「尊尚傳承2030願景」，訂立了以下集團目標 | | ...

香港上海大酒店有限公司 2025 企業責任及可持續發展報告 香港上海大酒店有限公司 2025 企業責任及可持續發展報告 關於本報告 我們致力以綜合方式展示財務及非財務表現，讓業務相關人士全面了解本公司。閱讀2025企業責任及 可持續發展報告時，亦可同時參閱我們的2025氣候相關披露報告和2025年報，本圖標 將為各位標 示與年報相關的內容。 報告範圍及界限 本報告匯報香港上海大酒店有限公司的所有主要業務，包括集團酒店分部、商用物業分部、山頂纜 車、零售以及其他分部1 。本報告的報告期為2025年1月1日至12月31日。 報告標準及鑒證 本報告遵循上市規則附錄C2環境、社會及管治報告守則（2 ESG守則）編製。為符合國際最佳常規，並 深入討論特定行業主題以及其他可持續發展議題，本報告和氣候相關披露報告亦參考全球報告倡議組 織的可持續發展報告準則（GRI準則），氣候相關財務披露工作小組(TCFD)的建議，可持續發展會計準則 委員會(SASB)，以及國際可持續準則委員會(ISSB)國際財務報告準則IFRS S2氣候相關披露編製。 本報告符合ESG守則有關重要性（參閱第8及9頁）、量化及一致性（參閱第49至51頁）的 ...

Financial Performance - The financial summary indicates a significant increase in revenue, with a year-on-year growth of 15%[8] - Revenue for 2025 decreased by 22% to HKD 7,978 million compared to HKD 10,290 million in 2024[84] - Operating income increased by 11% to HKD 7,583 million from HKD 6,838 million in the previous year[84] - EBITDA before non-recurring items rose by 14% to HKD 1,731 million, while EBITDA including non-recurring items increased by 43% to HKD 1,723 million[84] - The company reported a net profit attributable to shareholders of HKD 320 million, a significant recovery from a loss of HKD 943 million in 2024[84] - Total assets increased by 2% to HKD 55,051 million, while audited net assets attributable to shareholders rose by 2% to HKD 36,110 million[84] - The company reported a basic earnings per share of HKD 105 million, reflecting the operational performance after excluding non-operating items[105] - The company’s retained earnings increased to HKD 29,723 million, up from HKD 29,403 million at the beginning of the year[100] - The net debt to total assets ratio stands at 23%, indicating a manageable level of debt[149] - The company maintained a strong cash reserve and secured ample credit facilities from major financial institutions[149] Operational Highlights - The company adopted an integrated reporting approach for the 2025 annual report, focusing on operational strategies, governance, performance, and outlook[5] - The company opened two new hotels, the London Peninsula and Istanbul Peninsula, contributing positively to its performance as their operations stabilize[122] - The company operates 75 restaurants and is focused on enhancing overall dining services and wellness offerings to improve guest experiences[140] - The company is actively investing in cultural exchange activities to strengthen its brand positioning and guest experience[158] - The company aims to enhance operational performance to meet global luxury brand standards through improved revenue management, pricing, and marketing strategies[136] Market and Guest Experience - The company reported a total of 12 Peninsula hotels receiving Michelin stars or accolades in the 2025 selection[77] - The launch of the "Art in Resonance" program at the Hong Kong Peninsula Hotel in March 2025 aimed to enhance guest experience through personalized art interactions[54] - The company collaborated with Hong Kong Disneyland to launch the first Disney-themed event in Hong Kong on June 26, 2025[68] - The occupancy rate in Greater China reached 65% in 2025, up from 58% in 2024, indicating a significant recovery in the market[109] - Average room rate in Europe increased to HKD 12,584 in 2025, compared to HKD 12,122 in 2024, reflecting a growth of 3.8%[109] Sustainability and ESG Commitments - The company achieved a 56% reduction in carbon emissions density compared to the 2010 baseline, ahead of the 2030 target[93] - The group is committed to integrating sustainability into all business operations, aiming to enhance employee knowledge and awareness in this area[168] - The group aims to achieve 100% renewable energy usage in four hotels, including the Manila Peninsula Hotel by 2025[169] - The company is committed to monitoring and mitigating key risks, including geopolitical uncertainties and climate change impacts[115] Strategic Initiatives - A comprehensive strategy review was completed under the new CEO, establishing growth priorities for the short, medium, and long term[113] - The company plans to gradually promote growth by carefully selecting suitable cities and projects for business expansion while maintaining strict capital allocation[136] - The company is considering a shift towards a more asset-light growth model, increasing partnerships while reducing direct asset ownership to accelerate expansion and maintain financial discipline[140] - The company plans to continue focusing on operational excellence and maintaining its market leadership in the luxury hotel sector[113] Employee Engagement and Workforce - Employee engagement survey showed a voluntary participation rate of 92%, with 91% of respondents expressing intent to stay with the company for over a year[162] - The voluntary attrition rate is expected to decrease to 13.7% by 2025, reflecting positive results from employee surveys[165] - Active users on the recruitment website increased by 70% since its update in March 2025, with job applications rising by 9% compared to last year[165] - The Peninsula Hotels in Bangkok and Manila have successfully launched a centralized employee onboarding platform, enhancing operational efficiency and data management[165] Future Outlook - The luxury travel demand is expected to continue recovering, with a cautious optimism for 2026, despite geopolitical and macroeconomic uncertainties[171] - The group plans to focus on profit growth, operational efficiency, and unique property positioning in its 2026 investment strategy[175] - The group believes 2026 will be a year of steady progress, leveraging its world-renowned brand and commitment to excellence[176]

Financial Performance Highlights - The company achieved a revenue increase of 11% to HKD 7.6 billion, with operating EBITDA rising by 43% to HKD 1.7 billion, marking a return to profitability with an underlying profit of HKD 105 million compared to a loss of HKD 176 million last year [3][6][7] - Net cash from operations increased by 69% to HKD 839 million, reflecting improved earnings quality and sustainability [3][9] - The balance sheet remains solid with net external debt stable at 23% of total assets and an A credit rating from both JCR and R&I [3][10] Business Line Performance - The hotel division saw a 13% revenue increase, driven by strong performances in New York, London, Istanbul, and record-breaking results in Tokyo [4][7] - The commercial properties division's revenue increased by 5% to HKD 929 million, supported by high occupancy rates at The Repulse Bay and improved tenant mix at the Peak Tower [7] - Revenue from the Peak Tram, Retail, and Others division rose by 6% to HKD 1 billion, benefiting from increased patronage and successful brand collaborations [8] Market Performance - In Greater China, hotel performance was stable, with RevPAR increasing by 8%, while European operations saw a 14% increase in RevPAR, supported by strong demand in London and Istanbul [12][14] - The U.S. portfolio improved with a 13% increase in RevPAR, aided by strong domestic travel and the post-renovation rebound of the New York property [14] - Tokyo achieved record-breaking metrics due to robust inbound travel during the sakura season [15] Company Strategy and Industry Competition - The company is focusing on a strategic review to enhance operational and financial performance, with a vision for 2035 that includes increasing portfolio growth through partnerships and diversifying into resorts and residences [20][21] - The strategy emphasizes reinventing flagship properties and expanding the brand beyond traditional hotel offerings into unique experiences [36][38] - The luxury hospitality landscape is evolving, with increasing competition and changing expectations from a new generation of luxury travelers [25][26] Management's Comments on Operating Environment and Future Outlook - The management remains cautiously optimistic about the outlook for 2026, citing a recovery in luxury travel demand and sustained appetite for personalized luxury hospitality [18][19] - The company acknowledges geopolitical tensions affecting the travel industry but believes its geographical balance mitigates potential impacts [44][45] - The focus will be on intentional growth, ensuring that expansion does not dilute the exclusivity of the Peninsula brand [54][56] Other Important Information - The company issued its debut private samurai bond for JPY 16 billion, becoming the first Hong Kong hospitality company to do so, and successfully refinanced its GBP Green Club Loan [10] - The company is exploring new experiences and resort ideas while maintaining a focus on the Peninsula brand [49][50] Q&A Session Summary Question: What is the company's plan to improve F&B profitability across the group? - The company aims to treat F&B as a strong business pillar, revisiting existing concepts and investing in talent to enhance performance [40][41] Question: Is there any disruption from the war in the Middle East to hotel operations? - Geopolitical tensions have impacted the travel industry, leading to some cancellations, but the company is monitoring the situation closely [44][45] Question: Will the more partnership and less ownership approach apply to existing hotels? - The company currently has a mix of ownership and partnership models and will evaluate future projects based on geography and expertise [46][47] Question: What is the company's dividend plan based on the new strategic plan? - The dividend policy aims to provide a stable and sustainable stream, determined by underlying earnings and commercial factors [60][65] Question: Is the group considering disposing of any existing assets? - While the company has a comprehensive collection of assets, it may reconsider some disposals in the future as part of its strategic review [67]

Financial Performance - The company achieved a significant turnaround with a return to profitability, reporting an underlying profit of HKD 105 million compared to an underlying loss of HKD 176 million last year [3][6] - Revenue from operations increased by 11% to HKD 7.6 billion, while operating EBITDA rose by 43% to HKD 1.7 billion, reflecting strong revenue growth and disciplined cost management [3][6] - Net cash from operations increased by 69%, indicating improved quality and sustainability of earnings [3][9] Business Line Performance - The hotel division saw a 13% increase in revenue, driven by strong performances in New York, London, Istanbul, and record-breaking results in Tokyo [4][7] - The commercial properties division reported a 5% revenue increase to HKD 929 million, supported by high occupancy rates at The Repulse Bay [7][8] - Revenue from the Peak Tram, Retail, and Others division increased by 6% to HKD 1 billion, benefiting from increased patronage and successful brand collaborations [8][14] Market Performance - In Greater China, hotel performance was stable, with RevPAR increasing by 8%, while European operations saw a 14% increase in RevPAR [12][13] - The US portfolio delivered a 13% increase in RevPAR, supported by strong domestic travel and the post-renovation rebound of the New York property [13] - Tokyo achieved record-breaking metrics due to robust inbound travel during the sakura season [14] Company Strategy and Industry Competition - The company is focusing on a new strategy called Vision 2035, which aims to enhance operational and financial performance, accelerate portfolio growth through partnerships, and reinvent flagship properties [18][19] - The luxury hospitality market is expected to continue growing, driven by rising global wealth and demand for personalized luxury experiences [20][24] - The company aims to balance its asset-heavy and asset-light models, focusing on branded residences and diversifying its portfolio [30][45] Management Comments on Operating Environment and Future Outlook - The management remains cautiously optimistic about the outlook for 2026, citing a recovery in luxury travel demand and sustained appetite for personalized luxury hospitality [17] - The company acknowledges challenges from geopolitical tensions affecting travel but believes its geographical balance mitigates risks [42][43] - The management emphasizes the importance of adapting to evolving guest expectations and the competitive landscape in luxury hospitality [24][36] Other Important Information - The company issued its debut private samurai bond for JPY 16 billion, becoming the first Hong Kong hospitality company to do so [10] - The company is exploring new experiences and resort concepts while maintaining a focus on the Peninsula brand [47][48] Q&A Session Summary Question: What is the company's plan to improve F&B profitability across the group? - The company aims to treat F&B as a strong business pillar, revisiting existing concepts and investing in talent to enhance performance [38][39] Question: Is there any disruption from the war in the Middle East to hotel operations? - Geopolitical tensions have impacted the travel industry, leading to some cancellations, but the company is monitoring the situation closely [42][43] Question: Will the less ownership, more partnership approach apply to existing hotels? - The company is already engaged in shared ownership for some properties and will evaluate partnerships based on project specifics [44] Question: What is the company's dividend plan based on the new strategic plan? - The dividend policy aims to provide a stable and sustainable stream, influenced by underlying earnings and cash flow considerations [62] Question: Is the group considering disposing of any existing assets? - While the company has a comprehensive collection of assets, it may reconsider asset disposals as part of its strategic review [63]

Agenda 3 Our financial results and highlights Our vision and strategic initiatives Q&A Key Messages 4 2025: Delivering Excellence; Charting a Bold Future 2025 Annual Results 18 March 2026 Disclaimer This presentation ("Presentation") is made available by The Hongkong and Shanghai Hotels, Limited ("HSH") for general purposes only. Nothing contained in this Presentation is intended to constitute a public offer under any legislation or an invitation or inducement to engage in any investment activity. No liabil ...

執行董事辭任 廖宜菁女士 (「廖女士」)、Keith James Robertson 先生 (「Robertson 先生」) 及羅瑞思先生 (「羅瑞思先生」) 將辭任本公司執行董事職務，自本公司於 2026 年 5 月 13 日舉行的股東周 年大會 （「2026 年股東周年大會」）結束後生效。 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性或完 整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部分內容而產生或因倚賴該等內 容而引致的任何損失承擔任何責任。 THE HONGKONG AND SHANGHAI HOTELS, LIMITED （於香港註冊成立的有限公司） （股份代號：45） 執行董事辭任及 獨立非執行董事退任 香港上海大酒店有限公司 (「本公司」) 董事局 (「董事局」) 謹此公布以下變動： 1 本公司現正物色人選以接替卜佩仁先生及馮博士擔任獨立非執行董事。本公司將於適當時候 另行刊發公告。 卜佩仁先生及馮博士已各自確認，彼等與董事局之間並無任何意見分歧，亦無任何有關彼等 退任而須知會本公司股東的事宜。 董事局謹此向卜佩仁先生及馮博士於服務董事局期間對 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性或完 整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部分內容而產生或因倚賴該等內 容而引致的任何損失承擔任何責任。 THE HONGKONG AND SHANGHAI HOTELS, LIMITED （於香港註冊成立的有限公司） （股份代號：45） 未經審核營運數據 – 2025 年第四季度 香港上海大酒店有限公司 (「本公司」) 的 2025 及 2024 年季度未經審核營運數據如下： 半島酒店 | 平均可出租客房 收入 (港元) | | 2025 | | | | 2024 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 第一季 | 第二季 | 第三季 | 第四季 | 第一季 | 第二季 | 第三季 | 第四季 | | 大中華地區 | 2,211 | 2,448 | 2,477 | 3,428 | 2,327 | 2,447 | 2,081 | 2,937 | | 歐洲 | 4,343 | 7,838 | 9,234 | 7,135 ...

Financial Performance - The group recorded consolidated revenue of HKD 7,978 million for the year ended December 31, 2025, a decrease of 22% compared to HKD 10,290 million in 2024[2]. - Operating income increased to HKD 7,583 million, reflecting an 11% year-on-year growth from HKD 6,838 million[2]. - EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization) rose to HKD 1,731 million, up 14% from HKD 1,525 million in the previous year[2]. - The group achieved a net profit attributable to shareholders of HKD 320 million, compared to a loss of HKD 943 million in 2024[2]. - Basic earnings per share improved to HKD 0.19, recovering from a loss of HKD 0.57 in the previous year[2]. - The group's total revenue for 2025 was HKD 7,978 million, a decrease of 22% compared to HKD 10,290 million in 2024[3]. - Operating income increased by 11% to HKD 7,583 million from HKD 6,838 million in the previous year[3]. - Net profit attributable to shareholders was HKD 320 million, a significant recovery from a loss of HKD 943 million in 2024[3]. - Basic earnings per share improved to HKD 0.19 from a loss of HKD 0.57 in the previous year[3]. - The group's total revenue for 2025 is HKD 7,978 million, a decrease of 22% compared to 2024, while excluding revenue from the sale of London Peninsula residential apartments, total revenue increased by 11% to HKD 7,583 million[72]. Operational Highlights - The performance improvement was driven by strong hotel operations, particularly at the newly renovated New York Peninsula Hotel[2]. - The commercial property segment showed good performance due to sustained demand for residential leasing in the shallow water bay area[2]. - Total assets grew by 2% to HKD 55,051 million compared to HKD 54,176 million in 2024[3]. - The group operates 75 restaurants, including independent restaurants in Hong Kong, and is focused on enhancing overall dining services and health offerings to improve guest experiences[12]. - The group is focusing on optimizing operations and creating value following the completion of major investment phases, including the openings of London Peninsula Hotel and Istanbul Peninsula Hotel[5]. - The group anticipates stable and prosperous operational and financial performance by 2025, reflecting effective implementation of a comprehensive strategy and improved operational efficiency[6]. - Two newly established hotels are maturing in business operations, contributing positively to overall performance alongside sustained market demand for existing properties[6]. Strategic Initiatives - A comprehensive strategic review was initiated to ensure the group remains competitive and financially agile in a rapidly changing operational environment[2]. - A comprehensive strategic review was conducted with external experts to identify short-term, medium-term, and long-term development opportunities, ensuring the group maintains its leadership position in the luxury hotel industry[7]. - The group is considering a shift towards a more asset-light growth model, increasing partnerships while reducing direct asset ownership to accelerate expansion and maintain financial discipline[12]. - The strategy emphasizes cautious selection of cities and projects for expansion to enhance brand value and diversify revenue sources while maintaining strict capital allocation[14]. - The group recognizes the need for transformation in business development direction and operational methods to adapt to the rapidly changing environment in the luxury hotel market[13]. Financial Management - The net debt to total assets ratio remained stable at 23%[2]. - Cash interest coverage ratio increased by 42% to 2.7x from 1.9x[3]. - The group maintains sufficient cash reserves and has secured ample borrowing capacity from major financial institutions[18]. - The group is committed to prudent financial planning, regularly reviewing cash flow, funding needs, and debt levels[17]. - The group’s total liabilities decreased to HKD 54,105 million in 2025 from HKD 52,962 million in 2024, a reduction of 2.16%[154]. - The group has established a liquidity framework to effectively manage global cash balances at its headquarters in Hong Kong[117]. - The group issued its first private placement Samurai bond amounting to JPY 16 billion (HKD 796 million), becoming the first hotel company in Hong Kong to do so[122]. Market Performance - The management remains cautiously optimistic about luxury travel demand continuing to recover, despite geopolitical and macroeconomic uncertainties[36]. - The Greater China region's business performance remains stable, benefiting from the recovery in inbound travel demand and the expansion of visa-free travel policies[46]. - The Peninsula Hotel in Shanghai experienced improved business performance in the second half of the year due to the visa-free policy and the recovery of large events[48]. - The European region's business showed strong growth in room and banquet services, supported by the hotel's recognition and new openings in London and Istanbul[49]. - The US market saw stable growth driven by strong demand for group and leisure travel, with the Peninsula Hotel in New York recovering post-renovation[51]. Sustainability and Corporate Responsibility - The "Sustainable Legacy 2030 Vision" focuses on responsible business development, providing high-quality products and services, and strengthening community connections[33]. - Manila Peninsula Hotel joined three other hotels in 2025 to achieve 100% renewable energy usage, contributing to the group's commitment to reducing environmental impact[34]. - The group is committed to enhancing operational performance to meet global luxury brand standards through improved revenue management, pricing, and marketing strategies[14]. Employee Engagement - Employee engagement and leadership development were prioritized, with a voluntary turnover rate decreasing to 13.7% in 2025, reflecting positive employee sentiment[28]. - The recruitment website was updated in March 2025, leading to a 70% increase in active users and a 9% rise in job applications compared to the previous year[30]. - The group successfully launched an "Employee Onboarding Central Platform" at Peninsula Hotels in Manhattan and Manila, enhancing operational efficiency and data management[31]. Future Outlook - The group plans to focus on profit growth, operational efficiency, and enhancing the unique positioning of its properties in 2026[40]. - New flagship hotels in London and Istanbul are expected to enhance brand recognition and contribute positively to European business in 2026[39]. - The group will continue to invest in flagship property upgrades, digital transformation, and sustainability initiatives in 2026[40].