75
Annual Report 2014
DIRECTORS’ REPORT
For the financial year ended 31 December 2014
Financial Statements
Directors’ interests in shares or debentures
(continued)
(b)
According to the register of directors’ shareholdings, none of the directors holding office at the end of
the financial year had interests in the options to subscribe for ordinary shares of the Company granted
pursuant to the COSCO Group Employees’ Share Option Scheme 2002 under “Share options” on pages 75
and 76 of this report.
(c)
The directors’ interests in the ordinary shares and share options of the Company as at 21 January 2015
were the same as those as at 31 December 2014.
Directors’ contractual benefits
Since the end of the previous 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 as disclosed in the
accompanying financial statements and in this report, and except that certain directors have employment
relationships with the ultimate holding corporation or related corporations, and have received remuneration in
those capacities.
Share options
(a)
COSCO Group Employees’ Share Option Scheme 2002
The COSCO Group Employees’ Share Option Scheme 2002 (the “Scheme 2002”) was approved by
members of the Company at an Extraordinary General Meeting on 8 May 2002.
Under the Scheme 2002, share options to subscribe for the ordinary shares of the Company are granted
to directors, key management personnel and employees. The exercise price of the granted options
is determined at the average of the closing prices of the Company’s ordinary shares as quoted on the
Singapore Exchange for the five market days immediately preceding the date of the grant. The options
may be exercised in full or in part in respect of 1,000 shares or a multiple thereof, on the payment of the
exercise price. The persons to whom the options have been issued have no right to participate by virtue of
the options in any share issue of any other company. The Group has no legal or constructive obligation to
repurchase or settle the options in cash.
The aggregate number of shares over which options may be granted on any date, when added to the
number of shares issued and issuable in respect of all options granted under the Scheme, shall not exceed
15% of the issued shares of the Company on the day preceding that date.
Options issued to directors and employees who have been in the service of the Company, subsidiary or
associated company, or the holding corporation for at least one year on or prior to the date of the grant,
may be exercised twelve months after the date of grant but before the end of one hundred and twenty
months. For employees and directors who are in the service of the associated company and non-executive
directors, the options shall expire at the end of sixty months. Options issued at a discount to market price,
may only be exercised two years after the date of the grant.
Options issued to directors and employees who have been in the service of the Company, subsidiary or
associated company, or the holding corporation for at least six months but less than one year on or prior
to the date of grant, may be exercised twenty-four months after the date of the grant but before the end
of one hundred and twenty months. For employees and directors who are in the service of the associated
company and non-executive directors, the options shall expire at the end of sixty months. Options issued
at a discount to market price, may only be exercised three years after the date of the grant.
Particulars of the options granted pursuant to the Scheme 2002 in 2006, 2007 and 2008 known as “2006
Options”, “2007 Options” and “2008 Options” respectively were set out in the Directors’ Report for the
financial years ended 31 December 2006, 31 December 2007 and 31 December 2008 respectively.
