Ocean Sky International Limited - Ocean Sky International Ltd ...

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(e) Save as disclosed in paragraph (d) above, no shares in or debentures of our Company or any of its subsidiaries have been issued, or is proposed to be issued, as fully or partly paidup for cash, or for a consideration other than cash, within the three years preceding the date of this Prospectus. (f) Save as provided under the Scheme, no person has been granted or is entitled to be granted an option to subscribe for shares in, or debentures of, our Company or any of its subsidiaries. 2. INFORMATION ON DIRECTORS AND EXECUTIVE OFFICERS (a) The names, addresses, ages, principal occupations and business and working experience of all the Directors and Executive Officers of our Group are set out in the section entitled “Directors, Management and Staff” at pages 66 to 71 of this Prospectus. (b) The list of present directorships and past directorships of each Director (other than our Company) as at the date of this Prospectus and over the five years preceding the date of this Prospectus is set out as follows:- Name Present Directorships Past Directorships Group Companies Group Companies Ang Boon Cheow Edward ATS Garments (S) Pte Ltd Blue Ocean Apparel, SA Eng Soon Garments Sdn Bhd Ocean Gateway International Company Ltd Ocean Sky Textile (H.K.) Limited Ocean Star Apparel (Guangzhou) Pte Ltd Ocean Star Marketing (USA), Inc. Ocean Star Sourcing (USA), Inc. Sing Cheng (Guangzhou) Apparel & Accessories Pte Ltd Suntex Pte Ltd Uniwear Garments Honduras, SA Sunglobe Pte Ltd Other Companies Other Companies Ang Tong Seng Brothers Suntex Construction & Enterprises Pte Ltd Development Co Ltd ATS Holdings (2000) Pte Ltd Bloom Time Trading (2002) Pte Ltd Lenco Holdings Pte Ltd Naga Mutiara Construction & Development Sdn Bhd Nicon Development Pte Ltd Suntex Investment Co Ltd Uniem Trading (2002) Sdn Bhd Uniwear Embroidery Honduras (2002) SA 143
Name Present Directorships Past Directorships Ang Boon Chong Group Companies Group Companies ATS Garments (S) Pte Ltd Sunglobe Pte Ltd Blue Ocean Apparel, SA Eng Soon Garments Sdn Bhd Hoon’s Apparel International (SAL) S.A. de C.V. Milteq Tenthouse Sdn Bhd Ocean Gateway International Company Ltd Ocean Sky Textile (H.K.) Limited Ocean Star Apparel (Guangzhou) Pte Ltd Ocean Star Marketing (USA), Inc. Ocean Star Sourcing (USA), Inc. Sing Cheng (Guangzhou) Apparel & Accessories Pte Ltd Suntex Pte Ltd Uniwear Garments Honduras, SA Other Companies Other Companies ATS Holdings (2000) Pte Ltd Suntex Construction & Ang Tong Seng Brothers Development Co Ltd Enterprises Pte Ltd Lenco Holdings Pte Ltd Suntex Investment Co Ltd Ang Siew Tiong Group Companies Group Companies Eng Soon Garments Sdn Bhd Sunglobe Pte Ltd Ocean Star Apparel (Guangzhou) Pte Ltd Other Companies Other Companies – – Ng Ya Ken @ Ng Ah Kan Group Companies Group Companies – – Other Companies Other Companies – – 144
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PROSPECTUS DATED 12 MARCH 2003 (Reg
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Page OUR EMPLOYEES ................
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Legal Advisors to our Company : Jin
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GENERAL “Act” : The Companies A
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“PRC” : People’s Republic of
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GLOSSARY OF TECHNICAL TERMS To faci
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shall be deemed to have notice of s
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STRUCTURE OF INVITATION This sectio
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CAUTIONARY NOTE ON FORWARD-LOOKING
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PROSPECTUS SUMMARY The following su
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THE INVITATION Issue Size : 92,000,
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ISSUE PRICE ISSUE STATISTICS NET TA
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RISK FACTORS You should carefully e
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We are dependent on our major custo
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Accordingly, the timing and the qua
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We do not have a fixed dividend pol
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As at 31 January 2003, our Group ha
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SELECTED CONSOLIDATED FINANCIAL INF
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MANAGEMENT’S DISCUSSION AND ANALY
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Operating expenses were 14.0% of tu
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Non-current liabilities Non-current
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OUR HISTORY Our Company was incorpo
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OUR INDUSTRY Apparel is one of the
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Our Group has a portfolio of client
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Pre-Manufacturing Supply Chain Mana
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Post-Manufacturing Supply Chain Man
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Our marketing team is not only well
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COMPETITIVE STRENGTHS Over the year
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Our global operations provide our m
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d. We will expand the scope of our
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OUR MAJOR SUPPLIERS With our global
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CREDIT POLICY Generally, the terms
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Location/Use Approximate Approximat
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DIRECTORS, MANAGEMENT AND STAFF DIR
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MANAGEMENT Our day-to-day operation
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Lee Ching Lian Bernadette Ms Lee Ch
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MANAGEMENT REPORTING STRUCTURE Our
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DIRECTORS’ AND EXECUTIVE OFFICERS
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OCEAN SKY SHARE OPTION SCHEME We ha
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Issue Price The Exercise Price (as
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SGX-ST Requirements The Company sha
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(B) Audit Committee Our business an
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INTERESTED PERSONS TRANSACTIONS Sav
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Consultancy Services Our Non-Execut
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POTENTIAL CONFLICT OF INTERESTS Ang
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Details of the changes in the issue
Page 93 and 94: OWNERSHIP STRUCTURE AND PRINCIPAL S
Page 95 and 96: COMPANIES WITHIN OUR GROUP The deta
Page 97 and 98: LETTER FROM AUDITORS AND REPORTING
Page 99 and 100: GROUP BALANCE SHEETS Non-current as
Page 101 and 102: GROUP STATEMENTS OF CHANGES IN SHAR
Page 103 and 104: GROUP STATEMENTS OF CASH FLOWS (Con
Page 105 and 106: STATEMENTS OF ADJUSTMENTS 31 Decemb
Page 107 and 108: STATEMENTS OF ADJUSTMENTS (Cont’d
Page 109 and 110: 2. BASIS OF PRESENTATION OF FINANCI
Page 111 and 112: 3. SIGNIFICANT ACCOUNTING POLICIES
Page 117 and 118: 4. FIXED ASSETS (Cont’d) Leasehol
Page 119 and 120: 4. FIXED ASSETS (Cont’d) Freehold
Page 121 and 122: 5. GOODWILL (Cont’d) Negative Goo
Page 123 and 124: 8. DEFERRED EXPENDITURE (Cont’d)
Page 125 and 126: 10. CURRENT LIABILITIES Group As at
Page 127 and 128: 18. FINANCE LEASE CREDITORS Group A
Page 129 and 130: 24. DEFERRED TAXATION Group As at 3
Page 131 and 132: 26. FOREIGN CURRENCY TRANSLATION RE
Page 133 and 134: 31. FINANCE COSTS Group Financial y
Page 135 and 136: 35. SIGNIFICANT RELATED PARTIES TRA
Page 137 and 138: 39. SEGMENT REPORTING (Cont’d) Ge
Page 139 and 140: (iv) Subsequent to the balance shee
Page 141 and 142: EXCHANGE CONTROLS MALAYSIA Based on
Page 143: Resultant Number of Issued shares i
Page 147 and 148: Name Present Directorships Past Dir
Page 149 and 150: (h) Save as disclosed at page 73 of
Page 151 and 152: (b) Where such Director has given n
Page 153 and 154: Article 122 The Directors may from
Page 155 and 156: Article 42 A reference to a member
Page 157 and 158: Article 35 (A) There shall be no re
Page 159 and 160: 5. WORKING CAPITAL The Directors ar
Page 161 and 162: (k) Application monies received by
Page 163 and 164: APPENDIX A - TERMS AND CONDITIONS A
Page 165 and 166: 12. In the event of an under-subscr
Page 167 and 168: 7. Your application must be accompa
Page 169 and 170: Applications for Reserved Shares 1.
Page 171 and 172: 4. You irrevocably agree and undert
Page 173 and 174: 10. We do not recognise the existen
Page 175 and 176: Step 1: Click on to DBS Bank websit
Page 177 and 178: General Meetings of Shareholders Th
Page 179 and 180: Singapore courts have wide discreti
Page 181 and 182: Singapore does not impose withholdi
Page 183 and 184: APPENDIX D - RULES OF THE OCEAN SKY
Page 185 and 186: “Rules” The rules of the ESOS,
Page 187 and 188: 4.2 Employees who are either Contro
Page 189 and 190: 9. Rights to Exercise Options 9.1 S
Page 191 and 192: 10.5 If in connection with the maki
Page 193 and 194: 13.3 Any decision of the Committee
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18. Taxes All taxes (including inco
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Serial No: To: The Committee Ocean
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To: The Committee Ocean Sky Share O
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