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Mandarin Oriental International Ltd.

Regulatory Filings Dec 8, 2025

10822_agm-r_2025-12-08_82d10c2f-2c75-4d2a-ae1f-554e30d81872.pdf

Regulatory Filings

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OFFICER'S CERTIFICATE MANDARIN ORIENTAL INTERNATIONAL LIMITED

8 December 2025

The undersigned, solely in their capacity as a director of Mandarin Oriental International Limited (the "Company") and not in their personal capacity, does hereby certify that:

  • (i) attached hereto as Exhibit A is a true and correct copy of an extract of the resolution validly passed at the court meeting of the shareholders of the Company (the "Resolution"), convened as directed by an order of the Supreme Court of Bermuda (the "Court") dated 10 November 2025 and held on 8 December 2025 (the "Court Meeting"); and
  • (ii) the Resolution passed at the Court Meeting has not been amended, revoked or rescinded and is in full force and effect as at the date hereof.

Name: Richard Solomons

Position: Director

Exhibit A

"That the scheme of arrangement dated 14 November 2025 (the "Scheme") between the Company and the Scheme Shareholders (as defined in the Scheme), a print of which has been produced to this meeting and, for the purpose of identification, signed by the Chair hereof, in its original form or with or subject to any modification, addition or condition approved or imposed by the Court, and agreed by the Company, Jardine Matheson, and Bidco, be approved."

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