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PETRA FOODS LIMITED
ANNUAL REPORT 2015
ADDITIONAL REQUIREMENTS OF SINGAPORE EXCHANGE SECURITIES TRADING LISTING MANUAL
(continued)
(b)
Material contracts
(continued)
By virtue of their aggregate interest in 99.9% of the shareholding in PT Sederhana Djaja, Chuang Tiong Choon,
Chuang Tiong Liep and Chuang Tiong Kie who are the Company’s executive directors, are deemed to be
interested in 100% of the issued share capital of PT Tri Keeson Utama (“TKU”) held by PT Sederhana Djaja.
(i)
Call Option Agreement
On 22 September 2004, the Company entered into a call option agreement with PT Sederhana Djaja and
McKeeson Investments Pte Ltd (collectively, the “Grantors”) pursuant to which the Grantors granted to
the Company the right to require the Grantors to sell to the Company ordinary shares, representing 49%,
100% and 51% of the issued and paid-up share capital of Freyabadi, TKU and PT Fajar Mataram Sedayu
(“FMS”) respectively.
(ii)
Deed of Undertaking
On 22 September 2004, each of Chuang Tiong Choon, Chuang Tiong Liep and Chuang Tiong Kie
(the “Covenantors”) entered into a deed of undertaking with the Company to undertake and agree to
dispose of their respective shareholding interests in Freyabadi, TKU and FMS in the event that the Audit
Committee determines that a potential conflict of interest may arise between the Group, Freyabadi and
TKU and between the Group and FMS; and the Group’s acquisition of each Covenantor’s shareholding
interests in Freyabadi, TKU and FMS is not in the Group’s commercial interest.
(c)(i) Directors’ remuneration
A breakdown showing the level and mix of each executive director’s remuneration (including salary, bonus,
directors’ fees and benefits-in-kind) paid and payable for financial years 2014 and 2015 are as follows:
2015
Basic
Salary
Variable or
Bonuses
Benefits
in Kind
Total
(%)
(%)
(%)
(%)
S$1,750,000 to S$1,999,999
- Chuang Tiong Choon
49
43
8
100
S$750,000 to S$999,999
- Chuang Tiong Liep
52
47
1
100
S$250,000 to S$499,999
- Chuang Tiong Kie
65
26
9
100
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2015
DISCLOSURE UNDER SGX-ST LISTING MANUAL REQUIREMENTS
