ANNUAL REPORT
2016
.47
CORPORATE
GOVERNANCE
The Company Secretary, with the assistance of his representative, prepare minutes of shareholders’ meetings, which incorporate
substantial comments or queries from shareholders and responses from the Board and the management. These minutes are
available to shareholders upon request.
With effect from 2015 AGM, the Company has adopted electronic poll voting by shareholders for greater transparency in the
voting process. The number of votes cast for or against each resolution will be displayed immediately after the voting of each
resolution. After the meeting, the results will be posted on the SGX-NET website.
( E ) ADD I T IONAL I NFORMAT ION
Dealings in Securities
In compliance with Rule 1204(19) of the Catalist Rules, the Company has issued a directive to all employees and directors not
to deal in the Company’s securities one month before the announcement of half year and full year results and ending on the
date of the announcement of the relevant results. Reminders are sent via email to remind all directors and employees. The
Company has conducted staff briefing to explain the Company’s policy on this matter. In addition, the directors and employees
are advised not to deal in the Company’s securities on short term considerations and are expected to observe the insider trading
laws at all times even when dealing in securities within the permitted trading periods. The Board will be kept informed when
a director trades in the Company’s securities. In view of the processes in place, in the opinion of the directors, the Company
has complied with Rule 1204(19) of the Catalist Rules on dealings in securities.
Interested Person Transactions
The Group has not obtained a general mandate from shareholders for interested person transactions. The Company has
established procedures to ensure that all transactions with interested persons are reported in a timely manner to the Audit
Committee and that the transactions are carried out on an arm’s length basis. There were no interested person transactions
above S$100,000 entered into by the Group since the Company is listed.
Use of IPO Proceeds
Amount allocated as stated
in the Offer Document
S$’ million
Amount utilised
as at 31 March 2016
S$’ million
Balance of net proceeds
as at 31 March 2016
S$’ million
Expansion of our operations locally and
in other markets and diversification into
other luxury lifestyle business
6.00
1.50
(1)
4.50
General working capital
2.46
2.46
(2)
–
Total
8.46
3.96
4.50
The amount deployed for general working capital includes the purchase of inventories and operating expenses.
Notes:
(1)
The amount of S$1.50 million for expansion of our operations locally was utilized in the acquisition of a subsidiary.
(2)
The amount of S$2.46 million deployed for general working capital includes the purchase of inventories and operating expenses.
Material Contracts
Save for the following contracts previously disclosed in the Offer Document, there were no other material contracts entered
into by the Company and its subsidiaries involving the interest of any Director or controlling shareholders subsisting as at 31
March 2016, or if not then subsisting, entered into in FY2016:
• Service agreements of Melvin Goh and Andy Goh
• Indemnity provided by Melvin Goh and Andy Goh in respect of automobiles ordered from Spania GTA Tecnomotive S.L.
Non-sponsor fees
In compliance with Rule 1204(21) of the Catalist Rules, there were no non-sponsor fees paid to the Company’s sponsor, CIMB
Bank Berhad, Singapore Branch, subsequent to the Company’s listing on the Catalist to the date of this report.
