DEFINING DESIGN
QUALITY
116
7.
Awards
7.1
Awards, which will comprise of fully paid Shares, are personal to the Participant to whom it is given and shall
not be transferred (other than to a Participant’s personal representative on the death of that Participant),
charged, assigned, pledged or otherwise disposed of, in whole or in part, unless with the prior approval of the
Committee.
7.2 Once an Award is finalised by the Committee, the Committee shall send an Award letter to the Participant
confirming the said Award. The said Award letter shall specify,
inter alia
, the following:
(a)
in relation to a performance-related Award:
(i)
the Performance Target(s) for the Participant; and
(ii)
the Performance Period for the Participant;
(b)
the number of Shares to be vested on the Participant; and
(c)
the date by which the Award shall be vested.
7.3 The Committee shall take into account various factors when determining the method to arrive at the exact
number of Shares comprised in an Award. Such factors include, but are not limited to, the current price of
the Shares, the total issued share capital of the Company and the predetermined dollar amount which the
Committee decides that a Participant deserves for meeting his Performance Targets. For example, Shares may
be awarded based on predetermined dollar amounts such that the quantum of Shares comprised in Awards is
dependent on the closing price of Shares transacted on the Market Day the Award is vested. Alternatively the
Committee may decide absolute numbers of Shares to be awarded to Participants irrespective of the price of
the Shares. The Committee shall monitor the grant of Awards carefully to ensure that the size of the Scheme
will comply with the relevant rules of the SGX-ST.
8.
Performance Targets
8.1
The Committee shall, in its absolute discretion, determine the relevant Performance Target(s) for each
Participant, and such Performance Target(s) shall be specified in the Award letter as set out in Rule 7.2.
8.2 The Committee has the right to amend the Performance Target(s) if the Committee decides that it would be
a fairer measure of the performance of a Participant or for the Scheme as a whole. The Committee shall have
the sole discretion to determine whether Performance Target(s) have been satisfied (whether fully or partially)
or exceeded and/or whether the Participant’s performance and/or contribution to the Company and/or any
of its subsidiaries justifies the vesting of an Award. In making any such determination, the Committee shall
have the right to take into account such factors as the Committee may in its sole discretion determine to be
relevant, and further, the right to amend the service conditions and/or Performance Target(s), if any, if the
Committee decides that it would be more equitable to do so.
8.3 For the avoidance of doubt, the Performance Target(s) is measured with reference to the quarterly, semi-
annual and/or annual financial results of the Group (the “Accounts”) and any pre-determined performance
condition(s) to be achieved by each specific Participant.
9.
Vesting of the Awards
9.1
Notwithstanding that a Participant may have met his Performance Targets, no Awards shall be vested:
(a)
upon the bankruptcy of the Participant or the happening of any other event which results in his being
deprived of the legal or beneficial ownership of such Award; or
(b)
in the event of any misconduct on the part of the Participant as determined by the Committee in its
discretion;
(c)
in the event that the Committee shall, at its discretion, deem it appropriate that such Award to be
given to a Participant shall so lapse on the grounds that any of the objectives of the Scheme (as set out
in Rule 3) have not been met;
(d)
in the event that the Participant ceases to be employed by the Group or Associated Company before
vesting of the Award to him; or
(e)
in the event that the Participant who is a Group Executive Director or Non-Executive Director ceases
to be a director of the Group.
Letter To Shareholders