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DIRECTORS’ REPORT
MTQ Corporat ion Limi ted Annual Repor t 2012/13 29
OPTIONS TO ACQUIRE SHARES IN THE COMPANY
(a) The Group has in place the MTQ Corporation Executives’ Share Option Scheme 2003 (the “Scheme”) for granting of
options that are settled by physical delivery of the ordinary shares of the Company, to eligible Directors and executives of
the Company and its subsidiaries. The Scheme, upon approval by shareholders of the Company at an Extraordinary General
Meeting held on 14 April 2003, replaced the Metalock Executives’ Share Option Scheme (the “Previous Scheme”). The
Scheme expired on 13 April 2013.
Unlike the Previous Scheme, the Scheme, inter alia, allows for the participation of executives who meet the eligibility criteria
but who are also controlling shareholders. Although the Previous Scheme is replaced by the Scheme, any subsisting and
outstanding share options granted under the Previous Scheme continues to be exercisable in accordance with the terms of
the Previous Scheme.
The Previous Scheme and the Scheme are administered by the Remuneration Committee appointed by the Directors of the
Company. The Remuneration Committee comprises the following members:
Huang Yuan Chiang (Chairman)
Nicholas Campbell Cocks
Ong Choo Eng
The selection of the participants in the Scheme and the grant of options are to be determined by the Remuneration
Committee at its absolute discretion.
(b) The principal terms of the Scheme are:
(i) Scheme Size and Duration
The aggregate number of ordinary shares over which the Remuneration Committee may grant options pursuant to the
Scheme, when added to the number of ordinary shares issued and issuable in respect of all options granted under the
Scheme and the Previous Scheme, shall not exceed fifteen per cent (15%) (“Maximum Limit”) of the total number of
issued shares of the Company on the day preceding the date of grant.
The Scheme shall continue in existence at the discretion of the Remuneration Committee subject to a maximum
period of ten years commencing from the date the Scheme is adopted by the Company in general meeting, provided
always that the Scheme may be extended beyond the ten-year period with the approval of the shareholders by
ordinary resolution in a general meeting and of any relevant authorities as may be required. The Company, in general
meeting, may by ordinary resolution terminate the Scheme at any time. The Scheme expired on 13 April 2013.
Termination of the Scheme shall not affect options which have been granted, whether such options have been
exercised (whether fully or partially) or not.
(ii) Eligibility to Participate in the Scheme
In respect of the Scheme, the following categories of individuals shall be eligible to participate:
- Directors and employees of the Company;
- Directors and employees of subsidiaries of the Company;
- Directors and employees of associated companies (a company as defined in the Listing Manual of the
Singapore Exchange Securities Trading Limited (“SGX-ST”)); and
- subject to the conditions in the following paragraphs, Directors and employees of the Company and its
subsidiaries who are controlling shareholders of the Company (as defined in the Listing Manual of the SGX-ST).
Employees refer to only confirmed non-bargainable employees who are at least twenty-one years of age.