KINGSMEN CREATIVES LTD
ANNUAL REPORT
2014
107
15 April 2015
To:
The Shareholders of Kingsmen Creatives Ltd.
Dear Shareholder,
THE PROPOSED GRANT OF AWARDS TO:
(I)
MR. SOH SIAK POH BENEDICT, A CONTROLLING SHAREHOLDER OF THE COMPANY;
(II)
MR. SIMON ONG CHIN SIM, A CONTROLLING SHAREHOLDER OF THE COMPANY; AND
(III) MR. ROY ONG CHIN KWAN, AN ASSOCIATE OF A CONTROLLING SHAREHOLDER OF THE COMPANY,
UNDER THE KINGSMEN PERFORMANCE SHARE SCHEME
1.
INTRODUCTION
The Board is convening the 2015 AGM to seek Independent Shareholders’ approval for,
inter alia
, the proposed grant
of Awards under the Scheme to Controlling Shareholders of the Company, Mr. Soh Siak Poh Benedict and Mr. Simon
Ong Chin Sim, and Mr. Roy Ong Chin Kwan, an Associate of a Controlling Shareholder (“
Proposed Awards
”). Mr. Roy
Ong is the brother, and thus an Associate, of Mr. Simon Ong, a Controlling Shareholder.
On 27 March 2009, the SGX-ST granted approval in-principle for the Company’s application for the listing and
quotation of new ordinary shares to be issued pursuant to the Scheme, subject to,
inter alia
, approval of the
Independent Shareholders for the Scheme.
At the extraordinary general meeting of the Company held on 29 April 2009, the Independent Shareholders
approved,
inter alia
, the Scheme, and the participation by the following Controlling Shareholders and an Associate
of a Controlling Shareholder in the Scheme:
(i)
Mr. Soh Siak Poh Benedict;
(ii)
Mr. Simon Ong Chin Sim; and
(iii)
Mr. Roy Ong Chin Kwan.
The Scheme is administered by the Committee, comprising the Executive Directors and the Independent Directors.
The detailed rules of the Scheme as approved by the Independent Shareholders at the extraordinary general meeting
of the Company held on 29 April 2009 are set out in Schedule A of this Circular.
This Circular is circulated to the Shareholders together with the Company’s Annual Report. The purpose of this
Circular is to provide the Shareholders with information relating to, and explain the rationale for, the Proposed
Awards to be tabled at the 2015 AGM.
KINGSMEN CREATIVES LTD.
(Incorporated in the Republic of Singapore)
(Company Registration Number: 200210790Z)
Directors:
Registered Office:
Soh Siak Poh Benedict (Executive Chairman)
Simon Ong Chin Sim (Group Managing Director and Executive Director)
Chong Siew Ling (Managing Director, Exhibitions & Museums and Executive Director)
Prabhakaran s/o Narayanan Nair (Independent Director)
Wong Ah Long (Independent Director)
Tan Cher Liang (Independent Director)
3 Changi South Lane
Kingsmen Creative Centre
Singapore 486118
LETTER TO SHAREHOLDERS