Vtech 2008 Annual Report Download - page 28

REPORT OF THE DIRECTORS
VTech Holdings Ltd Annual Report 2008
26
SUBSTANTIAL SHAREHOLDINGS CONTINUED
Save as disclosed above, the Company has not been noti ed by
any person (other than the directors or chief executive of the
Company) who had interests or short positions in the shares
and underlying shares of the Company as at 31st March 2008
or which were recorded in the register required to be kept by
Company under Section 336 of the SFO or which were required
to be noti ed pursuant to Rule 5 of DTR of the FSA.
PUBLIC FLOAT
Based on the information publicly available, the Company has
maintained at least 25% of the total issued share capital of the
Company to be held by the public at all times during the year
ended 31st March 2008 and up to the date of this report.
MANAGEMENT CONTRACTS
No contracts concerning the management and administration
of the whole or any substantial part of the business of the
Company were entered into or existed during the year.
SECURITIES PURCHASE ARRANGEMENTS
At the annual general meeting held on 3rd August 2007,
shareholders renewed the approval of a general mandate
authorizing the directors to e ect repurchases of the Company’s
own shares up to a limit of 10% of the shares in issue as at that
date.
PURCHASE, SALE OR REDEMPTION OF LISTED SHARES
The Company has not redeemed any of its shares during
the year. Neither the Company nor any of its subsidiaries has
purchased or sold any of the Company’s shares during the year.
MAJOR CUSTOMERS AND SUPPLIERS
For the year ended 31st March 2008, the aggregate amount
of purchases attributable to the Group’s  ve largest suppliers
represented less than 30% of the Group’s total value of
purchases. The Group’s largest customer accounted for
approximately 15.4% of the Group revenue and the Group’s  ve
largest customers in aggregate accounted for approximately
37.3% of the Group revenue during the year. None of the
directors, their associates or any shareholder (who, to the
knowledge of the directors, owns more than 5% of the
Company’s share capital) had an interest in the customers and
the suppliers noted above.
PRE-EMPTIVE RIGHTS
There is no provision for pre-emptive rights under the Bye-laws
of the Company and there are no statutory restrictions against
such rights under the laws of Bermuda in which the Company is
incorporated.
SHARE OPTION SCHEME
The Company operates share option scheme for the purposes
of providing incentives and rewards to eligible participants who
contribute to the success of the Group’s operations. Eligible
participants of these share option schemes include executive
directors and employees of the Company and its subsidiaries.
On 10th August 2001, the Company adopted a share option
scheme (the “2001 Scheme”) under which the directors may, at
their discretion, at any time during the 10 years from the date of
adoption of the 2001 Scheme, invite employees of the Company
and any subsidiaries of the Group, including executive directors
(but excluding non-executive directors) to take up shares of the
Company in accordance with the terms of the 2001 Scheme.
Under the 2001 Scheme, taking into account the number of
shares of the Company issued and issuable pursuant to options
granted thereunder as at 31st March 2008, further options to
subscribe for 5,110,123 shares can be granted under the 2001
Scheme.
Details of the 2001 Scheme are set out in note 17 to the  nancial
statements.
CONTINUING CONNECTED TRANSACTIONS
During the year ended 31st March 2008, the Group had the
following continuing connected transactions under Rule 14A.34
of the Listing Rules, details of which are set out below:
(A) On 11th April 2007, the Company as tenant renewed
a lease (the “Lease”) with Aldenham Company Limited
(“Aldenham”) as landlord for the lease of the premises
situated at Bowen Road, Hong Kong for 2 years
commencing 1st April 2007 and expiring on 31st March
2009 at a monthly rental of HK$250,000 for the purpose of
providing housing to Dr. Allan WONG Chi Yun (“Dr. WONG”),
a director, the chief executive and a substantial
shareholder of the Company. Aldenham is an indirect
wholly owned subsidiary of a trust in which the family
members of Dr. WONG are bene ciaries. Aldenham
is therefore a connected person of the Company as
ascribed by the Listing Rules and the Lease constituted a
continuing connected transaction under Rule 14A.34 of
the Listing Rules.