Keepwell Deed provided by Genting Berhad.

Distribution Deferral

The Issuer (x) may, at its discretion, elect to defer all or part of any Distribution Payment and (y) must, during the continuation of a Blockage Event, elect to defer all of each subsequent Distribution Payment (any such deferred Distribution Payment, a “Deferred Distribution Payment”) which would otherwise have been permitted to be paid on the subsequent Distribution Payment Date by giving notice of such election to the Securityholders. Any Deferred Distribution Payment shall itself confer the right to receive distributions thereon (such further distributions, together with the Deferred Distribution Payment, “Deferred Distribution”).

Distribution if deferred, are cumulative

Optional payment of Deferred Distribution

Deferred Distributions may be paid at the option of the Issuer, subject to there being no Blockage Event which is continuing, in whole or in part on any date (the “Deferred Distribution Settlement Date”) following delivery of a notice to such effect given by the Issuer to the Securityholders in accordance with Condition 14 (Notices), the Trustee and the Principal Paying Agent not more than 30 nor less than 5 Business Days prior to the relevant Deferred Distribution Settlement Date, informing them of its election to so settle such Deferred Distributions (or part thereof) and specifying the relevant Deferred Distribution Settlement Date.

Dividend Stopper:

No dividend stopper from Issuer/Guarantor to Parent Dividend stopper only at the Parent level; In the event distributions are deferred, Parent will not be permitted to declare or pay any discretionary dividends or distributions on, or repurchase or redeem, Parent Junior Obligations or Parent Parity Obligations (other than equity-only payments or exchanges), until deferred distributions are satisfied

Restrictions in the case of Deferred Distribution

If any Distribution Payment has been deferred and remains unpaid, the Issuer, the Guarantor and the Parent shall ensure that the Parent does not make any discretionary dividends or distributions on, or repurchases or redeems, Parent Junior Obligations or Parent Parity Obligations (other than equity-only payments or exchanges), as further set out and subject to the exceptions in the definition of “Deferred Distribution Restricted Event”.

“Deferred Distribution Restricted Event” means:

(a) a Declaration or Payment is made in respect of any Parent Junior Obligations or any Parent Parity Obligations (other than any dividend, distribution or payment which is paid or made exclusively in ordinary shares of the Parent); or

(b) the Parent or any of its Subsidiaries has repurchased, redeemed or otherwise acquired any Parent Junior Obligations or any Parent Parity Obligations (other than repurchase, redemption or other acquisition of Parent Parity Obligations in exchange exclusively for ordinary shares of the Parent).

“Blockage Event” means:

(a) an order is made, or an effective resolution is passed, for the winding-up of the Parent (other than for a Solvent Reorganisation of the Parent); or

(b) an administrator of the Parent is appointed,

for so long as, in respect of the occurrence of (a) or (b), neither:

(i) a Parent Winding-Up Adjustment Event has taken place; nor

(ii) a Parent Winding-Up Exit Event has taken place.

Put option to Parent

During the continuation of a Put Option Event, which starts upon the initiation of a winding-up process of the Parent, each Securityholder may require the Parent to purchase all or some only of its Securities at their principal amount together with any accrued and unpaid distributions. Compliance by the Parent with its obligations under this put option is subject to the Parent using all reasonable endeavours to obtain required regulatory approvals and is conditional on a Winding-Up of the Parent.

The Issuer may redeem all, but not some only, of the Securities on the First Reset Date and on any Distribution Payment Date thereafter at 100 per cent. of their principal amount together with any accrued and unpaid distributions up to (but excluding) the redemption date (including any accrued Deferred Distribution that remains unpaid as of such date).

First Call Date: 23 December 2031

Redemption for rating agency reasons

If the Issuer satisfies the Trustee immediately before the giving of the notice referred to below that any of (i) Moody’s Investors Service Ltd or any of its subsidiaries and successors, (ii) S&P Global or any of its subsidiaries and successors or (iii) Fitch Ratings Inc. or any of its subsidiaries and successors (each, a “Rating Agency”, which expression includes any rating agency substituted for any of them (or any permitted substitute of them) by the Issuer from time to time with the prior written approval of the Trustee) then providing a solicited rating of the Issuer, the Guarantor, the Guarantor and its Subsidiaries, the Parent, the Parent and its Subsidiaries, or the Securities or the Guarantee at the invitation of, or with the consent of, the Issuer, the Guarantor or the Parent and in connection with which the Securities or the Guarantee are assigned an equity credit, either directly or in a publication by such Rating Agency, that an amendment to, clarification of, or change in its equity credit criteria has occurred which becomes effective on or after the Issue Date (or, if later, effective after the date on which any or all of the Securities are assigned “equity credit” by such Rating Agency for the first time) and as a result of which, but not otherwise:

(a) any or all of the Securities are no longer eligible or will no longer be eligible in full or in part for the same, or a higher amount of, “equity credit” (or such other nomenclature that the Rating Agency may then use to describe the degree to which an instrument exhibits the characteristics of an ordinary share) as was attributed to the Securities at the Issue Date (or if “equity credit” is not assigned to the Securities by the relevant Rating Agency on the Issue Date, at the date on which “equity credit” is assigned by such Rating Agency for the first time); or

(b) the length of time the Securities are assigned a particular level of “equity credit”, after being assigned such equity credit for the first time, by that Rating Agency is shortened as compared to the length of time they would have been assigned that level of “equity credit” by that Rating Agency under its prevailing methodology on the Issue Date (or if “equity credit” was not assigned to the Securities by the relevant Rating Agency on the Issue Date at the date on which “equity credit” is assigned by such Rating Agency for the first time),