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3. OBJECTIVES OF THE SCHEME<br />

APPENDIX C<br />

The Scheme is a share incentive plan. The Scheme is proposed on the basis that it is important<br />

to retain staff whose contributions are essential to the well-being and prosperity of the Group<br />

and to give recognition to outstanding employees and executive and non-executive directors of<br />

the Group, the Parent Group and Associated Companies who have contributed to the growth<br />

of the Group. The Scheme will give Participants an opportunity to have a personal equity<br />

interest in the Company at no direct cost to its profitability and will help to achieve the following<br />

positive objectives:-<br />

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

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

(b) the retention of key employees and executive and non-executive directors of the Group,<br />

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

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

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

prosperity of, the Company;<br />

(d) to attract potential employees with relevant skills to contribute to the Group and to create<br />

value for the shareholders of the Company;<br />

(c) to align the interests of the Participants with the interests of the shareholders of the<br />

Company; and<br />

(d) to give recognition to the contributions made or to be made by Non-Executive Directors as<br />

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

the Group.<br />

4. ELIGIBILITY OF PARTICIPANTS<br />

4.1 The following persons shall be eligible to participate in the Scheme at the absolute discretion<br />

of the Committee:-<br />

(a) Group Executives who have attained the age of twenty-one (21) years and hold such rank<br />

as may be designated by the Committee from time to time;<br />

(b) Non-Executive Directors who, in the opinion of the Committee, have contributed or will<br />

contribute to the success of the Group; and<br />

(c) Non-Group Executives, being:-<br />

(i) Parent Group Executives, who have attained the age of twenty-one (21) years and<br />

hold such rank as may be designated by the Committee from time to time and who,<br />

in the opinion of the Committee, have contributed or will contribute to the success of<br />

the Group; and<br />

(ii) Associated Company Executives who have attained the age of twenty-one (21) years<br />

and hold such rank as may be designated by the Committee from time to time and<br />

who, in the opinion of the Committee, have contributed or will contribute to the success<br />

of the Group.<br />

193

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