Willays-Array Electronics (Holdings) Limited - Annual Report 2016 - page 47

Annual Report 2016
45
REPORT OF THE DIRECTORS
7.
DISTRIBUTABLE RESERVES OF THE COMPANY
In addition to the retained profits, under the Companies Act 1981 of Bermuda (as amended), the
contributed surplus account of the Company is available for distribution. However, the Company
cannot declare or pay a dividend, or make a distribution out of contributed surplus if:
(1)
it is, or would after the payment be, unable to pay its liabilities as they become due; or
(2)
the realizable value of its assets would thereby be less than the aggregate of its liabilities and
its issued share capital and share premium account.
In the opinion of the Directors, the reserves of the Company which were available for distribution to
shareholders at March 31, 2016 were approximately HK$109,266,000 (2015: HK$123,805,000).
8.
SUBSIDIARIES AND ASSOCIATES
Details of the principal subsidiaries and associates of the Group at March 31, 2016 are set out in
notes 20 and 21 to the consolidated financial statements, respectively.
9.
SHARE CAPITAL
Details of movements in the share capital of the Company during the Year are set out in note 27 to
the consolidated financial statements.
10. DIRECTORS
The Directors during the Year and up to the date of this report are named as follows:
Executive Directors:
Mr. Leung Chun Wah
(Chairman)
Mr. Kwok Chan Cheung
(Deputy Chairman)
Mr. Hon Kar Chun
(Managing Director)
Mr. Leung Hon Shing
Independent Non-Executive Directors (the “INEDs”):
Mr. Jovenal R. Santiago
Mr. Wong Kwan Seng, Robert
Mr. Iu Po Chan, Eugene
In accordance with bye-law 104 of the Company’s Bye-Laws (the “Bye-Laws”), Mr. Hon Kar Chun,
Mr. Wong Kwan Seng, Robert and Mr. Iu Po Chan, Eugene will retire from office by rotation and,
being eligible for re-election at the forthcoming 2016 annual general meeting of the Company (the
“AGM”), and have offered themselves for re-election.
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