EXHIBIT 4.46
[On Company's Letterhead]
Private & Confidential
5 August 2004
TAN LAY KOON
PRESIDENT & CEO
Dear Lay Koon
PROMOTION
1. We are pleased to confirm your appointment as PRESIDENT AND CEO, STATS
CHIPPAC LTD (STATS CHIPPAC OR THE COMPANY). The terms and conditions of
your service are as outlined below.
2. RESPONSIBILITY
You will be responsible to the Board of Directors for the overall
profitability and growth of the Company.
3. REMUNERATION
a. Your service grade will be G4. Your monthly base salary shall be
S$50,000.
b. Performance and salary review will be conducted annually on or about 1
July each year. Annual salary adjustments are based on individual and
Company's performance, in accordance with the policies approved by
STATSChipPAC whether through its Executive Resource and Compensation
Committee (ERCC) or otherwise.
c. Please note that salary and bonus payments are made based on
individual merits and should therefore be kept strictly confidential.
d. As G4 staff, your salary and other special terms will be administered
personally by STATSChipPAC Secretary, ERCC.
[On Company's Letterhead]
Private & Confidential
4. OTHER GENERAL TERMS AND CONDITIONS
Other general terms and conditions of your service are as described in
ANNEX 1 attached.
5. SPECIAL TERMS AND CONDITIONS
Specific terms and conditions for your employment on a personal-to-holder
basis are as described in ANNEX 2 attached.
6. The terms and conditions in the Employee's Declaration and Undertaking
shall form part of this contract of employment.
7. GOVERNING LAW
This employment contract shall be governed by and construed in accordance
with Singapore law and each party irrevocably submits to the exclusive
jurisdiction of the Singapore courts as regards any claim or matter arising
under this employment contract and/or this employment, waives any objection
it may now or hereafter have to venue or to convenience of forum, agrees
that all claims in respect of this employment contract/employment shall be
heard and determined only in the Singapore courts and agrees not to bring
any proceedings in relation thereto in any other court.
8. ACCEPTANCE OF PROMOTION
To accept this promotion and appointment on the terms herein, please sign
and return the duplicate copy of this letter to me. On your acceptance,
your employment with STATSChipPAC will be governed by the terms as
contained in this letter, which shall supercede all other previous letters
of employment between you and the Company (or whichever Company). All other
terms contained in your previous employment letter with the Company (or
whichever Company) shall cease with immediate effect and there shall be no
claims whatsoever in respect of any such terms.
[On Company's Letterhead]
Private & Confidential
9. I look forward to the success of the Company under your leadership.
Yours sincerely
For and on behalf of STATSChipPac Ltd
/s/ Peter Seah Lim Huat
Peter Seah Lim Huat
Chairman ERCC
cc
Kuan Kwee Jee
Secretary ERCC
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I, TAN LAY KOON, NRIC/Passport No. S1331323G, having read and understood the
terms and conditions in this letter, hereby accept the promotion and appointment
of President & CEO of STATS ChipPAC on these terms and conditions.
/s/ Tan Lay Koon 5/8/04
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Signature Date
[On Company's Letterhead]
Private & Confidential
ANNEX 1 -- GENERAL TERMS AND CONDITIONS OF SERVICE
1. GENERAL TERMS & CONDITIONS OF SERVICE
1.1 You shall not at any time during your service with the Company either
directly or indirectly (without prior written consent from the
Company) engage or interest yourself, whether for reward or
gratuitously, in any work or business other than relating to your
duties in the Company.
1.2 You shall devote the whole of your time, knowledge, skill and
attention in the performance of your duties in the Company, and attend
at the premises where you shall from time to time be posted by the
Company on such days including, if the exigencies of the work so
require, on Sunday and public holidays and at such hours as may be
required.
1.3 You shall enjoy all other standard benefits and be subject to all
conditions applicable to executives under your job grade.
1.4 The Company reserves the right to vary the terms and conditions of
service based on business needs from time to time.
1.5 You will abide by the terms and conditions of service, the rates,
regulations and procedures as may be laid down by the Company from
time to time and also as contained in the Company's Human Resources
Manual as revised from time to time.
2. WORKING HOURS
2.1 Your working hours will be as per the Company's policy.
2.2 As a senior executive staff, you are expected to work beyond normal
hours based on the exigencies of service without overtime claims.
3. LEAVE
You shall be eligible for 21 days of paid leave each year. Your leave
administration will be as per the Company's policy.
[On Company's Letterhead]
Private & Confidential
4. EMPLOYEE BENEFITS PROGRAM
4.1 We have put in place a flexible benefits program for our senior
employees. This program allows for freedom and flexibility to put
together the benefit package which best suits your needs and that of
your immediate family at different stages of your career. The flexible
benefits brochure together with the enrolment instructions will be
forwarded to you upon your acceptance of the appointment.
5. TERMINATION OF SERVICE
5.1 Termination can only be effected in writing by either party, without
giving any reasons, by giving 3 MONTHS' NOTICE or the payment of a sum
equivalent to 3 months' salary in lieu of notice.
5.2 All staff benefits shall cease after your last day of service with the
Company. Any money due and owing under any staff loan scheme,
scholarships, bonds or otherwise payable by you to the Company must be
settled before the last day of service. The Company reserves the right
to offset any outstanding sum from any balance of money payable by the
Company to you.
5.3 Nothwithstanding conditions above, the Company reserves the right at
all times to terminate your services forthwith if you should be guilty
of misdemeanor, misconduct, negligence or breach of any of the terms
of this offer or any other existing terms and conditions of service,
rule or regulation laid down by the Company from time to time for all
members of its staff.
[On Company's Letterhead]
Private & Confidential
ANNEX 2 -- SPECIAL TERMS AND CONDITIONS
(TAN LAY KOON)
1. CAR BENEFITS AND EXPENSES
1.1 You shall be paid the Car Benefit Allowance of S$5,880 per month.
The Car Benefit Allowance is a special car benefit which we provide to
senior executives in the company to assist them in financing the
purchase of a car. This allowance is paid as long as the executive has
ownership and use of a car in the course of their work. The amount is
subject to changes and review by the company's Executive Resource and
Compensation Committee from time to time.
1.2 You will be given a fixed monthly car maintenance allowance of
S$3,000. This is to help defray the cost of general maintenance and
running expenses of your vehicle. It will cover transport expenses
incurred in the course of official business and you will not be
eligible to claim for any reimbursement of mileage and parking
expenses.
1.3 You will also be given a fixed monthly driver allowance of S$3,000.
2. PERFORMANCE BONUS
2.1 In addition to your base salary, inclusive of the 13th month Annual
Wage Supplement (AWS), you will participate in the following incentive
plan:
2.1.1 PERFORMANCE TARGET BONUS (PTB): You will be entitled to earn a
PTB each year, based on the achievement of mutually agreed
targets set by the Board and yourself. PTB may reach a maximum
of 2.5 months of your monthly base salary subject to
achievement of the performance targets.
2.1.2 EVA-BASED INCENTIVE PLAN: You will participate in the EVA
based incentive plan as approved by ERCC each year. You will
be informed of the specific plan each year.
3. CLUB BENEFITS AND EXPENSES
3.1 You will be provided with a grant of S$120,000 over five (5) years for
the purchase of a club membership under the Hold-in-Trust Scheme.
3.2 You will also be given a monthly club subscription allowance of S$200.
4. SHARE OPTIONS
4.1 You will continue to participate in the Company Share Option Plan.