44
GRAND BANKS YACHTS LIMITED
ANNUAL REPORT
2016
DIRECTORS’ STATEMENT
Except as disclosed under the “Share awards and share options” section of this statement, neither at the end of, nor at any
time during the financial year, was the Company a party to any arrangement 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.
SHARE AWARDS AND SHARE OPTIONS
Grand Banks Performance Share Plan 2014 (“PSP”) and Grand Banks Employee Share Option Scheme 2014 (“ESOS”) were
approved and adopted by its members at an Extraordinary General Meeting of the Company held on 8 October 2014. The
PSP and the ESOS are based on the principle of pay for performance and is designed to enable the Company to reward,
retain and motivate employees whose contributions are essential to the well-being and prosperity of the Group, to give
recognition to outstanding employees who have contributed to the Group and to align the interests of the participants with
the interests of shareholders.
The PSP and ESOS is administered by the Company’s Remuneration Committee, which comprises two independent directors
and one non-independent non-executive director. The Plan and the Scheme shall continue in force, at the discretion of the
Remuneration Committee, subject to a maximum of ten years commencing 8 October 2014. Any awards and options made
to participants prior to such expiry or termination will continue to remain valid.
Members of the Remuneration Committee are:
Heine Askaer-Jensen (Chairman)
Basil Chan
Gerard Lim Ewe Keng
Other information regarding the PSP and ESOS are set out below:
(i)
200,000 PSP granted by the Company to two executives on 2 March 2015 to take up unissued shares in the Company
upon the vesting of two years’ service condition from the grant date; and
(ii)
3,450,000 ESOS granted by the Company to five executives (including executive directors) and four non-executive
directors on 2 March 2015 to take up unissued shares in the Company. One executive director and one non-executive
director have ceased employment during the year, 250,000 ESOS granted previously were forfeited.
(iii)
The information regarding ESOS are set out as follow:
•
The exercise price of the options can be set at a discount to the market price not exceeding 20% of the market
price in respect of options granted at the time of grant. The exercise price of the option is S$0.228 per share.
•
The 3,450,000 options granted on 2 March 2015 were issued at market price which was the average of the
last dealt prices of the Company’s shares over the five consecutive market days immediately preceding the
grant date.
•
The options can be exercised 2 years after the date of grant.
•
All options are to be settled by physical delivery of shares.
•
The options granted to key management personnel expire after ten years and options granted to non-executive
directors expire after five years.