2013 Apr 15 Annual Report 2012 - Phosphagenics

Directors’ Report continued
Committee Membership
For all committees, any two Directors constitutes a quorum. All Directors are eligible to sit on the
share allotment committee. The Audit, Compliance and Corporate Governance committee comprises
of Independent Directors; D Clarke (chairman), J L Addison, S James and S Webb. Mr Clarke was
appointed chairman in August 2010 and continues to remain in this role.
Directors Shareholdings
As at the date of this report, the interests of the directors in the shares and options of Phosphagenics
Limited were:
Directors
Number of ordinary
shares
Number of rights over
ordinary shares
Number of options over
ordinary shares
Non-executive directors
Addison, J L 22,473 750,000 -
Clarke, D 35,484 350,000 -
James, S - 350,000 2,400,000
Webb, S 111,000 350,000 -
Executive directors
Rosen, H 64,226,436 2,000,000 -
Ogru, E 5,711,610 2,000,000 -
Total 70,107,003 5,800,000 2,400,000
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The number of rights held by directors, as shown above, are those Performance Rights as approved
by shareholders at the 2011 Annual General Meeting (“AGM”) per the terms of the Employee Conditional
Rights Scheme as established by shareholders at the AGM – refer notes below on Remuneration Report
for details of the terms and milestones.
The number of existing non-quoted options over unissued ordinary shares as acquired by Mr James
by way of an off-market transaction on 30 June 2011, at a cost of $0.035 each, have an exercise price
of $0.142 each and expire on 31 March 2013.
DIRECTOR’S REPORT