3.
Directors’ interests in shares and debentures (cont’d)
By virtue of section 7 of the Act, Soh Siak Poh Benedict and Simon Ong Chin Sim are deemed to have interests in shares
of the subsidiaries of the Company.
Except as disclosed in this statement, no director of the Company who held office at the end of the reporting year had
interests in shares, debentures or share options of the Company, or of related corporations, either at the beginning of the
reporting year, or at the end of the reporting year.
4.
Arrangements to enable directors to acquire benefits by means of the acquisition
of shares and debentures
Neither at the end of, nor at any time during the reporting year, did there subsist arrangements to which the Company
is a party, being arrangements whose objects are, or one of whose objects is, to enable the directors of the Company to
acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other body corporate,
other than as disclosed under “Kingsmen Performance Share Scheme” in this statement.
5.
Share options
During the reporting year, no option to take up unissued shares of the Company or any subsidiary was granted and
there were no shares of the Company or any subsidiary issued by virtue of the exercise of an option to take up unissued
shares. At the end of the reporting year, there were no unissued shares of the Company or any subsidiary under option.
6.
Kingsmen performance share scheme
The Kingsmen Performance Share Scheme (the “KPSS”) was approved and adopted by the members of the Company
at an Extraordinary General Meeting of the Company held on 29 April 2009. The purpose of the KPSS is to provide an
opportunity for (a) Group employees, (b) Group executive directors (which refers to directors of the Company and/
or any of its subsidiaries, as the case may be, who performs an executive function within the Group), (c) Group non-
executive directors (which refers to independent directors of the Company or directors of the Company and/or any
of its subsidiaries, as the case may be, other than a Group executive director) and (d) associated company employees
who have met performance targets to be remunerated through an equity stake in the Company and/or when due
recognition should be given to any good work performance and/or significant contribution to the Group as well as for
Group employees to receive part of their annual cash bonus payment in the form of shares of the Company. Persons
eligible to participate in the KPSS who are also controlling shareholders of the Company or associates of a controlling
shareholder of the Company would be eligible to participate in the KPSS subject to the rules of the Listing Manual of
the Singapore Exchange Securities Trading Limited (the “Listing Manual”). Under the KPSS, an award of fully paid shares
of the Company may only be vested and consequently any shares comprised in such awards shall only be delivered
upon (i) the committee administering the KPSS (the “KPSS Committee”) being satisfied that the participant has achieved
the pre-determined performance targets and/or due recognition should be given for good work performance and/or
significant contribution to the Group and/or (ii) the Company decides to pay a pre-determined percentage of a Group
employee’s annual cash bonus payment in the form of shares of the Company. The pre-determined performance targets
for each participant and the pre-determined percentage of a Group employee’s annual cash bonus payment in the form
of shares of the Company shall be determined by the KPSS Committee in its absolute discretion.
statement by
directors
• e x p e r i e n c i n g
k i n g s m e n
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