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Strength & Stability - ECS Holdings Limited

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Share Options (Cont’d)<br />

Except as disclosed, since the commencement of the option schemes:-<br />

(i)<br />

(ii)<br />

(iii)<br />

no option has been granted to the controlling shareholders of the Company or their associates;<br />

no participant under the schemes has been granted 5% or more of the total options available under the schemes; and<br />

no option has been granted to employees of subsidiaries under the schemes.<br />

The options granted by the Company do not entitle the holders of the options, by virtue of such holdings, to any right to participate in any<br />

share issue of any other company.<br />

Except as disclosed above, there were:-<br />

(i)<br />

(ii)<br />

(iii)<br />

no options granted by the Company or its subsidiaries to any person to take up unissued shares in the Company or its subsidiaries;<br />

no shares issued by virtue of any exercise of option to take up unissued shares of the Company or its subsidiaries; and<br />

no unissued shares of the Company or its subsidiaries under option at the end of the financial year.<br />

<strong>ECS</strong> Performance Share Scheme<br />

The <strong>ECS</strong> Performance Share Scheme (the “Scheme”) was approved at the Company’s Extraordinary General Meeting held on 1 December<br />

2006. The Scheme is administered by the Compensation Committee which comprises the Non-Executive Directors Messrs Koh Soo<br />

Keong, Leong Horn Kee and Tan Hup Foi.<br />

Group Executives who have attained the age of 21 years on or before the date of grant of the Award (as defined below), Group Executive<br />

Directors and Non-Executive Directors are eligible to participate in the Scheme (“Participants”). The Scheme is to reward Participants by<br />

award of existing Shares held as treasury shares in the Company (“Awards”), which are given free of charge to the Participants according to<br />

the extent to which their performance targets set under the Scheme are achieved at the end of a specified performance period.<br />

Since the commencement of the Scheme, no Awards have been granted.<br />

Audit Committee<br />

The members of the Audit Committee during the year and at the date of this report are:-<br />

Leong Horn Kee<br />

Tan Hup Foi<br />

Koh Soo Keong<br />

(Chairman, Independent director)<br />

(Independent director)<br />

(Independent director)<br />

The Audit Committee performs the functions specified by section 201B of the Companies Act, the SGX Listing Manual and the Code of<br />

Corporate Governance.<br />

Directors’<br />

Report<br />

Annual Report 2008<br />

p.<br />

41

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