Vtech 2003 Annual Report Download - page 30

VTech Holdings Ltd28
Report of the Directors
The directors have pleasure to submit their report together with
the audited financial statements for the year ended 31st March
2003.
PRINCIPAL ACTIVITY The principal activity of the Group is the
design, manufacture and distribution of consumer electronic
products.
GROUP RESULTS The results of the Group for the year ended
31st March 2003 are set out in the consolidated income
statement on page 32.
DIVIDENDS An interim dividend of US1.5 cents per ordinary share
(2002: nil) was paid on 6th January 2003. The directors have
recommended the payment of a final dividend of US2.0 cents per
ordinary share (2002: nil) to shareholders in respect of the year
ended 31st March 2003 whose names appear on the register of
members of the Company at the close of business on 6th August
2003.
The final dividend will be payable on 25th August 2003 in United
States dollars save that those shareholders with a registered
address in Hong Kong will receive the equivalent amount in
Hong Kong dollars and those shareholders whose names appear
on the register of members of the Company in the United
Kingdom will receive the equivalent amount in sterling pounds
both calculated at the rates of exchange as quoted to the
Company by The Hongkong and Shanghai Banking Corporation
Limited at its mid rate of exchange prevailing on 29th July 2003.
CLOSURE OF REGISTER OF MEMBERS The register of members of the
Company will be closed from 30th July 2003 to 6th August 2003,
both dates inclusive, during which period no transfer of shares
will be effected.
In order to qualify for the final dividend, all transfers of shares
accompanied by the relevant share certificates, must be lodged
with the share registrars of the Company for registration not later
than 4:00 p.m., the local time of the share registrars, on 29th July
2003.
The principal registrar in Bermuda is Butterfield Fund Services
(Bermuda) Limited, Rosebank Centre, 11 Bermudiana Road,
Pembroke, Bermuda, the branch registrar in the United Kingdom
is Capita IRG Plc, Bourne House, 34 Beckenham Road, Kent BR3
4TU, DX91750, Beckenham West, United Kingdom, and the branch
registrar in Hong Kong is Computershare Hong Kong Investor
Services Limited, Shops 1712-1716, 17th Floor, Hopewell Centre,
183 Queen’s Road East, Hong Kong.
COMMENTARY ON PERFORMANCE A commentary on the performance
of the Group is included in the review of operations set out on
pages 14 to 19.
FINANCIAL SUMMARY A summary of the results and of the assets
and liabilities of the Group for the last five financial years is set
out on pages 49 and 50.
TANGIBLE ASSETS Details of the movements in tangible assets are
shown in note 9 to the financial statements.
SHARE CAPITAL, SHARE OPTIONS AND WARRANTS Details of the
movements in share capital, share options and warrants of the
Company during the year are set out in note 20 to the financial
statements.
RESERVES Movements in the reserves of the Group and the
Company during the year are set out in note 21 to the financial
statements.
DONATIONS During the year, the Group made charitable and other
donations in aggregate of US$118,000.
DIRECTORS The board of directors of the Company as at
31st March 2003 and up to 25th June 2003 comprised:
Mr. Allan WONG Chi Yun (Chairman)
Mr. Albert LEE Wai Kuen (Deputy Chairman)
Mr. Paddy LAW Wai Leung (Group Chief Executive Officer)
Mr. Raymond CH’IEN Kuo Fung (Independent Non-executive Director)
Mr. William FUNG Kwok Lun (Independent Non-executive Director)
Mr. Michael TIEN Puk Sun (Independent Non-executive Director)
Mr. Patrick WANG Shui Chung (Independent Non-executive Director)
Mr. Albert LEE Wai Kuen and Mr. Paddy LAW Wai Leung shall retire
from the Board in accordance with bye-law 112 of the bye-laws of
the Company, but being eligible, shall offer themselves for re-
election as directors of the Company at the forthcoming annual
general meeting.
Brief biographical details of directors and senior management are
set out on pages 25 to 27.
DIRECTORS’ SERVICE CONTRACTS None of the directors has a service
contract with any company in the Group which is not
determinable by the Group within one year without payment of
compensation, other than statutory compensation.
DIRECTORS’ INTERESTS IN SHARES According to the register of
directors’ interests maintained by the Company pursuant to
Section 29 of the Securities (Disclosure of Interests) Ordinance of
Hong Kong and the records of notification made to the UK
Listing Authority pursuant to Paragraphs 16.13 to 16.17 of the
Listing Rules of the Financial Services Authority in the United
Kingdom, as at 31st March 2003, the directors and their
associates had the following interests in the shares of the
Company. All of these interests were beneficial:
Number of shares
Name of director Personal interests Family interests Other interests Total
Allan WONG Chi Yun 10,307,393 3,968,683 78,700,590 92,976,666
notes 1,2, 3
Albert LEE Wai Kuen 999,332 — — 999,332
Paddy LAW Wai Leung — — — —
Raymond CH’IEN Kuo Fung — — — —
William FUNG Kwok Lun 1,045,630 — — 1,045,630
Michael TIEN Puk Sun 1,123,000 — — 1,123,000
Patrick WANG Shui Chung — — — —