32
kingsmen creatives ltd
REPORT OF
THE DIRECTORS
Directors’ interests in shares and debentures (cont’d)
Except as disclosed in this report, no other director who held offce as at the end of the fnancial year had interests in shares, share options,
warrants or debentures of the Company, or of related corporations, either at the beginning of, or at the end of the fnancial year.
There was no change in any of the abovementioned interests between the end of the fnancial year and 21 January 2012.
Directors’ contractual benefts
Except as disclosed in the fnancial statements, since the end of the previous fnancial year, no director of the Company has received or become
entitled to receive a beneft by reason of a contract made by the Company or a related corporation with the director, or with a frm of which
the director is a member, or with a company in which the director has a substantial fnancial interest.
Share options
The Kingsmen Share Option Scheme (the “ESOS”) was approved by the members of the Company at an Extraordinary General Meeting
(“EGM”) held on 11 August 2003. On 26 April 2004, the members of the Company approved the grant of incentive options at a maximum
discount not exceeding 20% of the market price under the ESOS. The rules of the ESOS were amended and approved at an EGM held by the
Company on 29 April 2009 by members of the Company.
Under the rules of the amended ESOS, all directors (including non-executive and independent directors) and employees of the Company and
its subsidiaries are eligible to participate in the ESOS. Controlling shareholders are not eligible to participate in the ESOS. All participants of the
ESOS are allowed to exercise the options within the exercise period only if they remain under the employment of the Company. The options do
not carry any rights to participate in the share issues of the subsidiaries of the Company.
The ESOS is administered by the Remuneration Committee, comprising 3 Board directors, all of whom are Independent Directors. The
Remuneration Committee is charged with the administration of the ESOS in accordance with the rules of the ESOS. The members of the
Remuneration Committee are:
Wong Ah Long (Chairman)
Lee Hock Lye
Prabhakaran Narayanan Nair
The ESOS has 2 categories of options, being the market price option and the incentive option. The exercise price for each share of which an
option is exercisable shall be determined by the Remuneration Committee at its absolute discretion and fxed by the Remuneration Committee.
There were no outstanding options to subscribe for ordinary shares of the Company pursuant to the ESOS as at 31 December 2011.