18.28

Past version: effective up to 30/12/2015
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Information concerning the emoluments, pension and any compensation arrangements for the directors and past directors of the listed issuer as is specified in sections 161 and 161A of the Companies Ordinance (which information must be provided irrespective of where the listed issuer is in fact incorporated). The information provided pursuant to this rule must include details of directors' and past directors' emoluments, by name as follows:—

(1) the directors' fees for such financial year;
(2) the directors' basic salaries, housing allowances, other allowances and benefits in kind;
(3) the contributions to pension schemes for directors or past directors for such financial year;
(4) the bonuses paid or receivable by directors which are discretionary or are based on the listed issuer's, the group's or any member of the group's performance (excluding amounts disclosed in (5) and (6) below) for such financial year;
(5) the amounts paid during such financial year or receivable by directors as an inducement to join or upon joining the listed issuer;
(6) the compensation paid during such financial year or receivable by directors or past directors for the loss of office as a director of any member of the group or of any other office in connection with the management of the affairs of any member of the group distinguishing between contractual and other payments (excluding amounts disclosed in (2) to (5) above); and
(7) information on share options held by directors as required under rule 23.07.

Notes:
1 In the case of a PRC issuer, references to directors or past directors in this rule shall also mean and include past and present supervisors (as appropriate).
2 Sub-paragraphs (2) to (6) of this rule require an analysis of the amounts to be disclosed in the issuer's accounts under the provisions of section 161(1) of the Companies Ordinance.
3 Where a director is contractually entitled to bonus payments which are fixed in amount such payments are more in the nature of basic salary and accordingly must be disclosed under sub-paragraph (2) of this rule.
4 In addition to discretionary bonus payments, all bonus payments to which a director is contractually entitled and which are not fixed in amount, together with the basis upon which they are determined, must be disclosed under sub-paragraph (4) of this rule.
5 Where the information provided under sub-paragraphs (1) to (5) of this rule does not disclose the full compensation of a director for the financial year, any outstanding element of compensation must also be disclosed.
6 References to "director" in this rule include a chief executive who is not a director.