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36 WILLAS-ARRAY ELECTRONICS (HOLDINGS) LIMITED
REPORT OF THE DIRECTORS
4. DIRECTORS’ RECEIPT AND ENTITLEMENT TO CONTRACTUAL BENEFITS
Since the beginning of the financial year, no director has received or become entitled to receive a benefit by
reason of a contract made by the Company or a related corporation with the director or with a firm of which he is
a member, or with a company in which he has a substantial financial interest except for salaries, bonuses and other
benefits as disclosed in the attached financial statements.
5. OPTIONS TO TAKE UP UNISSUED SHARES
The Company adopts the Willas-Array Electronics Employee Share Option Scheme I (“ESOS I”) and the Willas-Array
Electronics Employee Share Option Scheme II (“ESOS II”) to grant share options to eligible employees, including the
executive directors of the Company and its subsidiaries.
The options under ESOS I grant the right to the holder to subscribe for new ordinary shares of the Company at a
price equal to that offered to the public at the initial public offering of the new ordinary shares of the Company,
which is set at S$0.28 per ordinary share and the maximum number of shares in respect of which options might be
granted under ESOS I was 25,000,000.
Under ESOS I, the period for the exercise of an option will commence, except in certain special circumstances, after
the first anniversary of the date of grant and expiring on the tenth anniversary of such date of grant.
The options under ESOS II grant the right to the holder to subscribe for new ordinary shares of the Company at a
discount to market price of the share (subject to a maximum discount of 20%) or at a price equal to the average of
the closing prices of the shares on the Singapore Exchange Securities Trading Limited (“SGX-ST”) on the five trading
days immediately preceding the date of the grant of the option. The number of shares in respect of which options
may be granted under ESOS II, when aggregate with those granted under any other share option schemes of the
Company and the time being in force, shall not exceed 15% of the issued share capital of the Company on the date
preceding the date of the relevant grant.
Under ESOS II, the period for the exercise of an option will commence, except in certain special circumstances, after
the first anniversary of the date of grant and expiring on the tenth anniversary of such date of grant in the case of an
option granted with the exercise price set at the market price; and after the second anniversary of the date of grant
and expiring on the tenth anniversary of such date of grant in the case of an option granted with the exercise price
set at a discount to the market price.
The above share option schemes are administered by a committee which has been authorised to determine the terms
and conditions of the grant of the options.
ESOS I was terminated on July 2, 2001 upon admission of the Company to the Official List of the SGX-ST pursuant
to the rules of the scheme and no further options would be granted by the Company under the scheme. The unissued
ordinary shares of the Company under option pursuant to ESOS I lapsed on June 13, 2011.