FRASERS HOSPITALITY TRUST ANNUAL REPORT 2015
193
3.
DIRECTORS’ INTERESTS IN SHARES AND DEBENTURES (CONT’D)
13 Reflects a deemed interest in up to 171,764 shares in F&N arising from the grant of a conditional award of performance shares under the
F&N PSP and after adjustment due to capital reduction by F&N. The actual number of F&N shares to be delivered will range from 0% to
200% of the adjusted base award of 85,882 shares, depending on the level of achievement of performance targets set over a three-year
performance period.
14 The interest arose from the subscription for S$500,000 in aggregate principal amount of the $700,000,000 5% subordinated perpetual
securities issued by FCL Treasury Pte. Ltd. on 9 March 2015.
15 Reflects a deemed interest in 46,441 shares in FCL after vesting and release in accordance with the rules of the FCL RSP.
16 Reflects a deemed interest in 75,250 shares in FCL after vesting and release in accordance with the rules of the FCL RSP.
17 Reflects a deemed interest in up to 88,314 shares in FCL arising from the grant of a conditional award of performance shares under the FCL
PSP. The actual number of FCL shares to be delivered will range from 0% to 200% of the adjusted base award of 44,157 shares, depending
on the level of achievement of performance targets set over a three-year performance period.
18 Reflects a deemed interest in up to 199,500 shares in FCL arising from the grant of a conditional award of performance shares under the FCL
RSP. The actual number of FCL shares to be delivered will range from 0% to 150% of the adjusted base award of 133,000 shares, depending
on the level of achievement of performance targets set over a three-year performance period.
19 Reflects a deemed interest in up to 96,000 shares in FCL arising from the grant of a conditional award of performance shares under the FCL
PSP. The actual number of FCL shares to be delivered will range from 0% to 200% of the adjusted base award of 48,000 shares, depending
on the level of achievement of performance targets set over a three-year performance period.
20 Reflects a deemed interest in up to 223,200 shares in FCL arising from the grant of a conditional award of performance shares under the FCL
RSP. The actual number of FCL shares to be delivered will range from 0% to 150% of the adjusted base award of 148,800 shares, depending
on the level of achievement of performance targets set over a three-year performance period.
21 Reflects a deemed interest in up to 74,400 shares in FCL arising from the grant of a conditional award of performance shares under the FCL
PSP. The actual number of FCL shares to be delivered will range from 0% to 200% of the adjusted base award of 37,200 shares, depending
on the level of achievement of performance targets set over a three-year performance period.
22 Reflects a deemed interest in 13,563 shares in F&N after release in accordance with the rules of the F&N RSP.
23 Reflects a deemed interest in 24,150 shares in F&N after vesting and release in accordance with the rules of the F&N RSP.
24 Reflects a deemed interest in up to 32,380 shares in F&N arising from the grant of a conditional award of performance shares under the F&N
PSP after adjustment due to capital reduction by F&N. The actual number of F&N shares to be delivered will range from 0% to 200% of the
adjusted base award of 16,190 shares, depending on the level of achievement of performance targets set over a three-year performance
period.
25 Reflects a deemed interest in up to 53,625 shares in F&N arising from the grant of a conditional award of restricted shares under the F&N
RSP and after adjustment due to capital reduction by F&N. The actual number of F&N shares to be delivered will range from 0% to 150% of
the adjusted base award of 35,750 shares, depending on the level of achievement of performance targets set over a two-year performance
period.
26 Reflects a deemed interest in up to 27,232 shares in F&N arising from the grant of a conditional award of performance shares under the F&N
PSP after adjustment due to capital reduction by F&N. The actual number of F&N shares to be delivered will range from 0% to 200% of the
adjusted base award of 13,616 shares, depending on the level of achievement of performance targets set over a three-year performance
period.
(b)
Except as disclosed in this statement, no director who held office at the end of the financial year had interest in
shares in or debentures of the Company, or its related corporations, either at the beginning of the financial year,
or date of appointment if later, or at the end of the financial year.
4.
AUDIT COMMITTEE
The MAS has granted the Company a waiver from compliance with Section 15(1) of the Business Trusts Act (“BTA”)
to the extent that Section 15(1) requires an audit committee to be constituted, subject to the conditions that (i)
the exemption shall only be in effect for so long as Frasers Hospitality Business Trust (“FH-BT”) is dormant, and
(ii) immediately upon the Company becoming aware that FH-BT will become active, the Company shall ensure
that an Audit Committee in compliance with the requirements of the BTA and the Business Trusts Regulations is
constituted before FH-BT becomes active.
DIRECTORS ’ STATEMENT
