Teho International Inc Ltd. - Annual Report 2016 - page 39

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TEHO INTERNATIONAL INC LTD.
Annual Report 2016
DIRECTORS’
STATEMENT
PERFORMANCE SHARE PLAN
The Company’s performance share plan, TEHO Performance Share Plan (the “PSP”), was
approved and adopted by the shareholders at the Company’s Extraordinary General Meeting
held on 25 November 2011. The PSP is administered by the Remuneration Committee (“RC”)
with such discretion, powers and duties as are conferred on it by the Board of Directors.
The PSP contemplates the award of fully-paid shares in the capital of the Company to
participants after certain pre-determined benchmarks have been met. The Company
believes that the PSP will be more effective and rewarding than pure cash bonuses in
motivating employees to work towards pre-determined goals of the Company.
The PSP shall continue to be in force at the discretion of the RC, subject to a maximum period
of 10 years commencing from its adoption by the shareholders and may continue beyond
the stipulated period with the approval of the shareholders by an ordinary resolution in
general meeting and of any relevant authorities which may then be required.
Under the rules of the PSP and at the absolute discretion of the RC, confirmed full-time
employees of the group who are of the age of 18 years and above, and directors of the
group who have contributed or will contribute to the success and the development of the
group are eligible to participate in the PSP. However, participation in the PSP by directors
who are also controlling shareholders and their associates are subject to the approval by
independent shareholders of the Company at general meeting.
The total number of shares that may be issued or are issuable pursuant to the granting of
the awards under the PSP, when added to the aggregate number of shares that are issued or
are issuable in respect of such other share-based incentive schemes of the Company (if any),
shall not exceed 15% (or such other percentage as may be prescribed or permitted from time
to time by the SGX-ST) of the total number of issued ordinary shares of the Company on the
day immediately preceding the relevant award date.
There were no awards granted under the PSP by the Company or any corporation in the
group since its inception and during the financial year.
There were no shares issued during the financial year by virtue of the exercise of awards to
take up unissued shares of the Company or any corporation in the group.
There were no unissued shares under the PSP in the Company or any corporation in the
group as at the end of the financial year.
SHARE OPTIONS
During the financial year, no option to take up unissued shares of the Company or any
corporation in the group was granted.
During the financial year, there were no shares of the Company or any corporation in the
group issued by virtue of the exercise of an option to take up unissued shares.
At the end of the financial year, there were no unissued shares of the Company or any
corporation in the group under option.
AUDIT COMMITTEE
The members of the audit committee at the date of this statement are as follows:
Kwah Thiam Hock
– Chairman of Audit Committee and Lead Independent
Director
Joanne Khoo Su Nee
– Independent Director
Oo Cheong Kwan Kelvyn – Independent Director
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