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VTech Holdings Ltd Annual Report 2006 29
Directors’ Interests and Short Positions in
Shares, Underlying Shares and Debentures
As at 31st March 2006, the interests and short positions of
the directors and chief executive of the Company in the
shares, underlying shares and debentures of the Company as
recorded in the register maintained by the Company pursuant
to Section 352 of the Securities and Futures Ordinance (the
“SFO”) and according to the record of notification made to
the UK Listing Authority pursuant to Paragraphs 16.13 to
16.17 of the UK Listing Rules were as follows:
(1) Interests in the Company
Equity Approximate
derivatives percentage of
Name of director Number of shares (share options) Total shareholding
Personal Family Other
interest interest interest
Allan WONG Chi Yun 15,654,393 3,968,683 74,101,153 2,000,000 95,724,229 40.1%
(Note 1)
Albert LEE Wai Kuen 2,549,332 1,500,000 4,049,332 1.7%
Raymond CH’IEN Kuo Fung ––––––
William FUNG Kwok Lun 1,041,630 1,041,630 0.4%
Michael TIEN Puk Sun 423,000 423,000 0.2%
(Note 2)
Patrick WANG Shui Chung ––––––
Note 1: The shares were held as to 1,416,325 directly by Honorex Limited (“Honorex”), as to 65,496,225 directly by Conquer Rex Limited (“Conquer Rex”) and as
to 7,188,603 directly by Twin Success Pacific Limited (“Twin Success”). Conquer Rex is a wholly-owned subsidiary of Honorex. Each of Conquer Rex,
Honorex and Twin Success is a wholly-owned subsidiary of Trustcorp Limited as the trustee of The Wong Chung Man 1984 Trust, a discretionary trust in
which Mr. Allan WONG Chi Yun (“Mr. WONG”), a director of the Company, is the founder. Trustcorp Limited was therefore deemed to have an aggregate
indirect interest in 74,101,153 shares. Honorex was also deemed to have an indirect interest in the 65,496,225 shares.
Note 2: The shares were registered in the name of Romsley International Limited which is a wholly-owned subsidiary of J.P. Morgan Trust Company (Bahamas)
Limited as trustee of The Joy Plus Trust. The Joy Plus Trust is a discretionary trust in which Mr. Michael TIEN Puk Sun is the founder.
Note 3: All the interests stated above represent long positions.
(2) Share Options of the Company
Number of share options held
as at as at
Exercise Exercisable 1st April 31st March
Name of director Date of grant price period 2005 2006
(Note 1)
Allan WONG Chi Yun 26th February 2002 HK$10.2 11th March 2005 to 2,000,000
10th March 2007 (Note 2)
Allan WONG Chi Yun 12th August 2005 HK$19.3 26th August 2008 to 2,000,000
25th August 2010 (Note 3)
Albert LEE Wai Kuen 26th February 2002 HK$10.2 5th March 2005 to 1,750,000
4th March 2007 (Note 4)
Albert LEE Wai Kuen 19th November 2004 HK$11.03 22nd November 2007 to 1,500,000 1,500,000
21st November 2009
Note 1: As one of the conditions of grant, the grantee concerned agreed with the Company that the options granted shall not be exercisable within the period of
36 months from the date on which such options were accepted and shall not be exercisable after 60 months from the date on which such options were
accepted.
Note 2: 2,000,000 share options were exercised, the weighted average closing prices of the shares of the Company immediately before the dates on which the
options were exercised and at the dates of exercise were HK$13.18 per share and HK$13.45 per share respectively.
Note 3: The closing price of the shares immediately before the date on which the options were granted was HK$19.50 per share.
Note 4: 1,750,000 share options were exercised, the weighted average closing prices of the shares of the Company immediately before the dates on which the
options were exercised and at the dates of exercise were HK$13.67 per share and HK$13.58 per share respectively.