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DIRECTORS, SENIOR MANAGEMENT AND STAFF<br />

Objectives and Rationale. The AsiaOne (2000) Post-IPO Share Option Scheme is a share incentive<br />

scheme. This scheme is proposed on the basis that it is important to retain staff whose contributions<br />

are essential to the well-being and prosperity of our Group and to give recognition to outstanding<br />

employees and executive and non-executive directors of our Group, as well as Parent Group<br />

Executives and Associated Company Executives who have contributed to the growth of our Group.<br />

The scheme will give participants an opportunity to have a personal equity interest in our Company<br />

and will help to achieve the following objectives:-<br />

(i) the motivation of each participant to optimise his performance standards and efficiency and to<br />

maintain a high level of contribution to our Group;<br />

(ii) the retention of key employees and executive and non-executive directors of our Group, as well<br />

as Parent Group Executives and Associated Company Executives whose contributions are<br />

essential to the long-term growth and profitability of our Group;<br />

(iii) to instil loyalty to, and a stronger identification by the participants with the long-term prosperity<br />

of, our Company;<br />

(iv) to attract potential employees with relevant skills to contribute to our Group and to create value<br />

for the shareholders of our Company;<br />

(v) to align the interests of the participants with the interests of the shareholders of our Company;<br />

and<br />

(vi) to give recognition to the contributions made or to be made by non-executive directors as well<br />

as Parent Group Executives and Associated Company Executives to the success of our Group.<br />

The AsiaOne (2000) Post-IPO Share Option Scheme recognises and benefits not only persons who<br />

are in the direct employment of our Group but also persons who are not employed but nevertheless<br />

work closely with our Group and/or are in the position to contribute their experience, knowledge and<br />

expertise to the development and success of our Group. Although our non-executive directors are<br />

not involved in the day to day running of our Group, they play an invaluable role in our success<br />

through the contribution of their experience and expertise to our Board of Directors for the benefit of<br />

our Group. The extension of the scheme to allow participation by our non-executive directors helps<br />

ensure that we are able to continue to attract individuals with the calibre and capability to sit on our<br />

Board of Directors as non-executive directors, which will further enhance the growth and long term<br />

direction of our Group.<br />

Similarly, the AsiaOne (2000) Post-IPO Share Option Scheme recognises and acknowledges the<br />

contribution by our Associated Company Executives towards the development and success of our<br />

Group. Our Associated Company Executives provide knowledge and expertise, technical and/or<br />

otherwise, complementary and of strategic importance to our businesses. The extension of the scheme<br />

to allow participation by our Associated Company Executives enhances our alliances with our<br />

associated companies and assists us in continuing to form important strategic alliances.<br />

In addition, the AsiaOne (2000) Post-IPO Share Option Scheme also gives recognition to the<br />

contributions made and to be made by our Parent Group Executives and non-executive directors of<br />

our parent group. Our parent group, the SPH Group, was our principal source of operating and<br />

financial resources prior to the Invitation. We are dependent on the SPH Group for news content.<br />

Details of our dealings with SPH are set out in the “Interested Party Transactions” section of this<br />

Prospectus. Certain executives, directors and non-executive directors of the SPH Group have played<br />

and continue to play an instrumental role in our existence and success. The scheme is a means<br />

through which we acknowledge the contributions by these Parent Group Executives and non-executive<br />

directors of our parent group.<br />

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