Powering growth - Aztech Group Ltd - Investor Relations

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32a z t e c h a n n u a l r e p o r t 2 0 0 9F i n a n c i a l S t a t e m e n t sREPORT OF THE DIRECTORSThe Directors present their report together with the audited consolidated financial statements of the Group and statement of financial position andstatement of changes in equity of the Company for the financial year ended December 31, 2009.1 DIRECTORSThe Directors of the Company in office at the date of this report are:Michael Mun Hong YewMartin Chia Heok MiinPatricia Ng Sok ChengPhilip Tan Tee YongColin Ng Teck SimKhoo Ho TongJeremy Mun Weng Hung2 AUDIT COMMITTEEThe Board has adopted the principles as described in the Code of Corporate Governance formulated by the Singapore Exchange Securities TradingLimited (“SGX-ST”) with regards to the Audit Committee. The members of the Audit Committee of the Company at the date of this report are asfollows:Philip Tan Tee YongColin Ng Teck SimKhoo Ho Tong(Chairman and Independent Director)(Non-Executive Independent Director)(Non-Executive Independent Director)The Audit Committee met five times since the last Annual General Meeting (“AGM”) and reviewed the following, where relevant, with the ExecutiveDirectors, the External Auditors and Internal Auditor of the Company:a) the audit plans and results of the External Auditors’ and Internal Auditor’s examination and evaluation of the Group’s systems of internalaccounting controls;b) the Group’s financial and operating results and accounting policies;c) the financial statements of the Company and the consolidated financial statements of the Group before their submission to the Directorsof the Company and the External Auditors’ report on those financial statements;d) the quarterly, half-yearly and annual announcements as well as the related press releases on the results and financial position of theCompany and the Group;e) the co-operation and assistance given by the management to the Group’s External Auditors and Internal Auditor;f) interested person transactions; andg) the re-appointment of the External Auditors of the Company.The Audit Committee has full access to and co-operation of the Management and has been given the resources required for it to discharge its functionproperly. It also has full discretion to invite any Director and Executive Officer to attend its meetings. The External Auditors and Internal Auditor haveunrestricted access to the Audit Committee.The Audit Committee has recommended to the Directors the nomination of Deloitte & Touche LLP for re-appointment as External Auditors of theCompany at the forthcoming AGM of the Company.
F i n a n c i a l S t a t e m e n t sa z t e c h a n n u a l r e p o r t 2 0 0 933REPORT OF THE DIRECTORS3 ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITSBY MEANS OF THE ACQUISITION OF SHARES AND DEBENTURESNeither at the end of the financial year nor at any time during the financial year did there subsist any arrangement whose object is to enable theDirectors of the Company to acquire benefits by means of the acquisition of shares or debentures in the Company or any other body corporateexcept for the Aztech Group Employee Share Option Scheme 2000 (“ESOS 2000”) as detailed in paragraphs 4 and 6 of the Report of theDirectors.4 DIRECTORS’ INTERESTS IN SHARES AND DEBENTURESThe Directors of the Company holding office at the end of the financial year had no interests in the share capital and debentures of the Companyand related corporations as recorded in the register of Directors’ shareholdings kept by the Company under Section 164 of the SingaporeCompanies Act except as follows:Names of Directors and companiesin which interests are heldShareholdings registeredin the name of DirectorAt beginningof yearAt endof yearShareholdings in which Directors aredeemed to have an interestAt beginningAt endof yearof yearThe Company- Aztech Group Ltd(Ordinary shares)Michael Mun Hong Yew 93,681,386 115,105,663 3,800,000 4,836,000Patricia Ng Sok Cheng 8,788,474 16,906,168 4,500,000 1,200,000Jeremy Mun Weng Hung 20,000 1,044,000 750,000 -Martin Chia Heok Miin 2,188,000 3,826,000 20,000 22,000Khoo Ho Tong 671,000 806,000 - -Philip Tan Tee Yong 500,000 600,000 - -Colin Ng Teck Sim 610,000 768,000 100,000 120,000The Company - Aztech Group LtdESOS 2000Options to subscribe for ordinary sharesAt beginningAt endof yearof yearMichael Mun Hong Yew 2,000,000 -Patricia Ng Sok Cheng 2,300,000 547,916Martin Chia Heok Miin 2,500,000 1,643,749
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HEAD OFFICEAZTECH GROUP LTD31 Ubi R
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Powering growth - Aztech Group Ltd - Investor Relations

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