Page 40 - ar2012

DIRECTORS’ REPORT
The directors are pleased to present their report to the members together with the audited consolidated financial statements of
Overseas Education Limited (the “Company”) and its subsidiaries (collectively, the “Group”) and the balance sheet and statement
of changes in equity of the Company for the financial year ended 31 December 2012.
Directors
The directors of the Company in office at the date of this report are:
David Alan Perry
Wong Lok Hiong
Ho Yew Mun
Leow Wee Kia Clement
Tan Teng Muan
Arrangements to enable directors to acquire shares and debentures
Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose objects are,
or one of whose objects is, to enable the directors of the Company to acquire benefits by means of the acquisition of shares or
debentures of the Company or any other body corporate.
Directors’ interests in shares or debentures
The following directors, who held office at the end of the financial year, had, according to the register of directors’ shareholdings
required to be kept under Section 164 of the Singapore Companies Act, Cap. 50, an interest in ordinary shares of the Company
as stated below:
Direct interest Deemed interest
Name of director
At the
beginning of
financial year
At the
end of
financial year
At the
beginning of
financial year
At the
end of
financial year
Ordinary shares of company
David Alan Perry 51 – 15,921,762 # 135,335,410 #
Wong Lok Hiong 49 – 15,297,379 * 130,028,138 *
On 27 February 2012, David Alan Perry and Wong Lok Hiong transferred their 51 and 49 initial subscriber shares in the Company
to their nominees, PDAC Private Limited and WLH Private Limited, respectively. At an extraordinary general meeting on 28 June
2012, the shareholders approved the subdivision of every 2 existing ordinary shares of the Company into 17 ordinary shares.
# The ordinary shares are held through PDAC Private Limited, an investment holding company wholly owned by David Alan Perry.
* The ordinary shares are held through WLH Private Limited, an investment holding company wholly owned by Wong Lok Hiong.
There was no change in any of the above-mentioned interests in the Company between the end of the financial year and
21 January 2013.
Except as disclosed in this report, no director who held office at the end of the financial year had interests in shares, share
options, warrants or debentures of the Company, or of related corporations, either at the beginning of the financial year, or date
of appointment if later, or at the end of the financial year.
Overseas Education Limited AR 2012
Investing In Education 38
W130220-Overseas Education Limited AR 2012 Financial p25-92.indd 38 26/3/13