The Group		The Company
	2010	2009	2010	2009
	HK$’000	HK$’000	HK$’000	HK$’000
Guarantees given to banks in respect of credit facilities utilised by associates	73,154	61,137	73,154	61,137

In addition, the Company has given guarantees to banks and independent third parties in respect of general facilities granted to its subsidiaries. The extent of such facilities utilised by the subsidiaries as at December 31, 2010 amounted to HK$3,407,199,000 (2009: HK$4,741,583,000).

Scheme adopted on March 28, 2002 (“Scheme C”) and terminated on March 27, 2007
Scheme C was adopted pursuant to a resolution passed on March 28, 2002 for recognition of the contribution to the development and growth of the Group by the eligible persons. This scheme expired on March 27, 2007. Under Scheme C, the Board of Directors of the Company may grant share options to the following eligible persons (and their wholly owned companies) of the Company, its subsidiaries and any companies in which the Group holds any equity interest, to subscribe for shares in the Company:

1. employees; or
2. Non-executive Directors (including Independent Non-executive Directors); or
3. suppliers or customers; or
4. any person or entity that provides research, development or other technological support; or
5. shareholders.

Share options granted must be taken up within 21 days of the date of grant, upon payment of HK$1 in cash by way of consideration for the grant thereof. Share options may be exercised at any time, subject to vesting conditions from the date of grant to the fifth anniversary thereof. The subscription price is set at the highest of: the closing price of the shares on the date of offer of the share option; or the average closing price of shares as stated in the daily quotations sheets issued by the Stock Exchange for the five trading days immediately preceding the date of offer; or the nominal value of shares on the date of offer.

The maximum number of shares in respect of which share options may be granted under Scheme C is not permitted to exceed
30% of the issued share capital of the Company from time to time or 10% of shares in issue as at the adoption date of Scheme C. No person shall be granted an option which exceeds 1% of the shares in issue as at the date of offer in any 12-month period up to the date thereof.

Scheme adopted on May 29, 2007 (“Scheme D”)
Following the termination of Scheme C, a new share option scheme was adopted pursuant to a resolution passed on May 29, 2007 for recognition of the contribution to the development and growth of the Group by the eligible persons. This scheme will expire on May 28, 2017. Under Scheme D, the Board of Directors of the Company may grant share options to the following eligible persons (and their wholly owned companies) of the Company, its subsidiaries and any companies in which the Group holds any equity interest, to subscribe for shares in the Company:

1. employees; or
2. Non-executive Directors (including Independent Non-executive Directors); or
3. secondees; or
4. business partners, agents, consultants; or
5. suppliers or customers; or
6. any person or entity that provides research, development or other technological support; or
7. shareholders.

Share options granted must be taken up within 21 days of the date of grant, upon payment of HK$1 in cash by way of consideration for the grant thereof. Share options may be exercised at any time, subject to vesting conditions from the date of grant to the tenth anniversary thereof. The subscription price is set at the highest of: the closing price of the shares on the date of offer of the share option; or the average closing price of shares as stated in the daily quotation sheets issued by the Stock Exchange for the five trading days immediately preceding the date of offer; or the nominal value of shares on the date of offer.

The maximum number of shares in respect of which share options may be granted under Scheme D is not permitted to exceed
30% of the issued share capital of the Company from time to time or 10% of shares in issue as at the adoption date of Scheme D. No person shall be granted an option which exceeds 1% of the shares in issue as at the date of offer in any 12-month period up to the date thereof.

The following table discloses movements in the Company’s share options during the year:

Share option holders	Date of share options granted	Share option scheme category	Outstanding at beginning of the year	Granted during the year	Exercised during the year	Lapsed during the year	Outstanding at end of the year	Subscription price	Exercise period
								HK$
Directors
Mr Horst Julius Pudwill	16.11.2009	D	600,000	—	—	—	600,000	6.770	16.11.2009 – 15.11.2019
	26.11.2010	D	—	600,000	—	—	600,000	8.310	26.11.2010 – 25.11.2020
Prof Roy Chi Ping Chung JP	16.11.2009	D	600,000	—	—	—	600,000	6.770	16.11.2009 – 15.11.2019
Mr Joseph Galli Jr	1.11.2006	C	1,500,000	—	—	—	1,500,000	11.252	1.11.2006 – 31.10.2011
	6.3.2007	C	1,000,000	—	—	—	1,000,000	10.572	6.3.2007 – 5.3.2012
	16.11.2009	D	1,000,000	—	—	—	1,000,000	6.770	16.11.2009 – 15.11.2019
Mr Kin Wah Chan	16.11.2009	D	1,000,000	—	—	—	1,000,000	6.770	16.11.2009 – 15.11.2019
Mr Chi Chung Chan	16.11.2009	D	1,000,000	—	—	—	1,000,000	6.770	16.11.2009 – 15.11.2019
Mr Stephan Horst Pudwill	16.11.2009	D	1,000,000	—	—	—	1,000,000	6.770	16.11.2009 – 15.11.2019
Mr Vincent Ting Kau Cheung	16.11.2009	D	400,000	—	—	—	400,000	6.770	16.11.2009 – 15.11.2019
Mr Joel Arthur Schleicher	16.11.2009	D	400,000	—	—	—	400,000	6.770	16.11.2009 – 15.11.2019
Mr Christopher Patrick Langley OBE	16.11.2009	D	400,000	—	—	—	400,000	6.770	16.11.2009 – 15.11.2019
Mr Manfred Kuhlmann	7.2.2005	C	100,000	—	—	(100,000)	—	17.750	7.2.2005 – 6.2.2010
	16.11.2009	D	400,000	—	—	—	400,000	6.770	16.11.2009 – 15.11.2019
Mr Peter David Sullivan	16.11.2009	D	400,000	—	—	—	400,000	6.770	16.11.2009 – 15.11.2019
Total for directors			9,800,000	600,000	—	(100,000)	10,300,000
Employees	7.4.2005	C	200,000	—	—	(200,000)	—	17.210	7.4.2005 – 6.4.2010
	17.6.2005	C	250,000	—	—	(250,000)	—	17.950	17.6.2005 – 16.6.2010
	1.1.2006	C	50,000	—	—	—	50,000	18.690	1.1.2006 – 31.12.2010
	1.3.2006	C	2,315,000	—	—	(431,000)	1,884,000	13.970	1.3.2006 – 28.2.2011
	15.6.2006	C	200,000	—	—	—	200,000	10.270	15.6.2006 – 14.6.2011
	17.6.2006	C	350,000	—	—	—	350,000	10.550	17.6.2006 – 16.6.2011
	4.10.2006	C	75,000	—	—	—	75,000	11.628	4.10.2006 – 3.10.2011
	8.11.2006	C	30,000	—	—	—	30,000	12.200	8.11.2006 – 7.11.2011
	4.12.2006	C	150,000	—	—	—	150,000	10.952	4.12.2006 – 3.12.2011
	13.12.2006	C	20,000	—	—	—	20,000	10.560	13.12.2006 – 12.12.2011
	1.1.2007	C	150,000	—	—	—	150,000	10.080	1.1.2007 – 31.12.2011
	6.3.2007	C	4,835,000	—	—	(510,000)	4,325,000	10.572	6.3.2007 – 5.3.2012
	20.7.2007	D	200,000	—	—	—	200,000	10.060	20.7.2007 – 19.7.2017
	24.8.2007	D	2,310,000	—	—	(250,000)	2,060,000	8.390	24.8.2007 – 23.8.2017
	16.10.2007	D	75,000	—	—	—	75,000	8.810	16.10.2007 – 15.10.2017
	7.11.2007	D	40,000	—	—	—	40,000	8.088	7.11.2007 – 6.11.2017
	23.11.2007	D	500,000	—	—	—	500,000	7.578	23.11.2007 – 22.11.2017
	14.1.2008	D	1,320,000	—	—	(300,000)	1,020,000	7.566	14.1.2008 – 13.1.2018
	17.4.2008	D	1,925,000	—	—	(100,000)	1,825,000	7.780	17.4.2008 – 16.4.2018
	14.5.2008	D	240,000	—	—	—	240,000	7.500	14.5.2008 – 13.5.2018
	30.5.2008	D	640,000	—	—	—	640,000	7.546	30.5.2008 – 29.5.2018
	1.9.2008	D	150,000	—	—	—	150,000	7.450	1.9.2008 – 31.8.2018
	2.9.2008	D	300,000	—	(300,000)	—	—	7.388	2.9.2008 – 1.9.2018
	11.9.2008	D	50,000	—	—	—	50,000	7.430	11.9.2008 – 10.9.2018
	2.10.2008	D	75,000	—	—	—	75,000	7.068	2.10.2008 – 1.10.2018
	1.12.2008	D	100,000	—	—	—	100,000	2.340	1.12.2008 – 30.11.2018
	16.11.2009	D	7,570,000	—	(145,000)	(90,000)	7,335,000	6.770	16.11.2009 – 15.11.2019
	7.12.2009	D	100,000	—	—	—	100,000	6.790	7.12.2009 – 6.12.2019
	21.12.2009	D	300,000	—	(25,000)	(50,000)	225,000	6.350	21.12.2009 – 20.12.2019
	28.12.2009	D	30,000	—	—	—	30,000	6.390	28.12.2009 – 27.12.2019
	13.9.2010	D	—	1,050,000	—	—	1,050,000	7.390	13.9.2010 – 12.9.2020
Total for employees			24,550,000	1,050,000	(470,000)	(2,181,000)	22,949,000
Total for all categories			34,350,000	1,650,000	(470,000)	(2,281,000)	33,249,000

The following table discloses details of the Company’s share options held by employees (including directors) and movements in such holdings during the year:

	Outstanding at January 1,	Granted during	Exercised during	Lapsed or cancelled during	Outstanding at December 31,
Option type	2010	the year	the year	the year	2010
Scheme C	11,225,000	—	—	(1,491,000)	9,734,000
Scheme D	23,125,000	1,650,000	(470,000)	(790,000)	23,515,000
	34,350,000	1,650,000	(470,000)	(2,281,000)	33,249,000
Exercisable at the end of the year					23,784,000

	Outstanding at January 1,	Granted during	Exercised during	Lapsed or cancelled during	Outstanding at December 31,
Option type	2009	the year	the year	the year	2009
Scheme C	21,615,000	—	—	(10,390,000)	11,225,000
Scheme D	9,000,000	15,200,000	—	(1,075,000)	23,125,000
	30,615,000	15,200,000	—	(11,465,000)	34,350,000
Exercisable at the end of the year					16,508,333

Details of the share options held by the directors included in the above table are as follows:

	Outstanding at	Granted during	Exercised during	Lapsed during	Outstanding at
	January 1	the year	the year	the year	December 31
2,010	9,800,000	600,000	—	(100,000)	10,300,000

	Outstanding at	Granted during	Exercised during	Lapsed during	Outstanding at
	January 1	the year	the year	the year	December 31
2,009	6,200,000	7,200,000	—	(3,600,000)	9,800,000

The following significant assumptions were used to derive the fair values using the Black-Scholes option pricing model:

	Exercise price	Expected life of share options	Expected volatility based on historical volatility of share	Hong Kong Exchange Fund	Expected annual dividend
Date of grant	HK$	options	prices	Notes rate	yield
For the year ended December 31, 2010
13.9.2010	7.390	3 years	41%	0.578%	1.5%
26.11.2010	8.310	3 years	41%	0.755%	1.5%
For the year ended December 31, 2009
16.11.2009	6.770	3 years	41%	0.793%	1.5%
7.12.2009	6.790	3 years	41%	0.817%	1.5%
21.12.2009	6.350	3 years	41%	0.947%	1.5%
28.12.2009	6.390	3 years	41%	1.101%	1.5%

The Black-Scholes option pricing model requires the input of highly subjective assumptions, including the volatility of the share price. Because changes in subjective input assumptions can materially affect the fair value estimate, in the directors’ opinion, the existing model does not necessarily provide a reliable single measure of the fair value of the share options.

The weighted average closing price of the Company’s shares on various dates of grant was HK$7.49 (2009: HK$6.84) per option.

Expected volatility was determined by using the historical volatility of the Company’s share price over the previous three years. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.

The Group recognised a total expense of HK$17,190,000 for the year ended December 31, 2010 (2009: HK$10,800,000) in relation to share options granted by the Company.

The fair values of the share options granted in the current year measured as at various dates of grant ranged from HK$1.89 to HK$2.14 (2009: ranged from HK$1.65 to HK$1.75) per option. The weighted average fair value of the share options granted in the current year was HK$1.98 (2009: HK$1.75) per option.

The share options are vested in whole or in parts over 3 years from the date of grant.

	The Group		The Company
	2010	2009	2010	2009
	HK$’000	HK$’000	HK$’000	HK$’000
Capital expenditure in respect of the purchase of property, plant and equipment and a licence:
Contracted for but not provided	101,277	68,744	11,774	7,092
Authorised but not contracted for	6,565	13,773	—	—

On February 25, 2011, the Company has entered into an up to US$160,000,000 dual-tranche term loan. Tranche A, represents 62.5% of the loan with a final maturity in 2015. Tranche B, representing the balance of 37.5%, with a final maturity in 2013. Both tranches will be used to refinance existing borrowings.

During the year, the Group entered into the following transactions with associates:

	2010	2009
	HK$’000	HK$’000
Management fee expenses	—	70
Sales income	155	248
Equipment charge income	1,034	1,917
Purchases	170,074	61,616

The remuneration of directors and other members of key management during the year was as follows:

	2010	2009
	HK$’000	HK$’000
Short-term benefits	158,218	141,025
Post-employment benefits	937	1,142
Share-based payments	11,797	1,374
	170,952	143,541

Details of the balances with related parties are set out in the consolidated statement of financial position Note 22, 23, 28, 29 and 36.

Particulars of the principal subsidiaries of the Company as at December 31, 2010 and December 31, 2009 are as follows:

Name of subsidiary	Place of incorporation/ operation	Issued and fully paid share capital	Proportion of nominal value of issued capital held by the Company		Principal activities
			Directly	Indirectly
			%	%
A&M Industries S.à.r.l.	Luxembourg	EUR 412,600	—	100	Investment holding
AC (Macao Commercial Offshore) Limited	Macau	MOP 780,000	—	100	Trading of power equipment and floor care products
AEG Electric Tools GmbH	Germany	EUR 20,452,500	—	100	Trading and manufacture of power equipment products
Baja, Inc.	US	US$17.36	100	—	Trading of outdoor power equipment products
Digiwireless Limited	Hong Kong	HK$2	100	—	Investment holding
DreBo Werkzeugfabrik GmbH *	Germany	EUR 1,000,000	—	100	Trading and manufacture of power equipment products
Homelite Asia Limited	British Virgin Islands (“BVI”)	US$1	—	100	Trading of outdoor power equipment products
Homelite Consumer Products, Inc.	US	US$10	—	100	Trading of outdoor power equipment products
Hoover Inc.	US	US$1	—	100	Trading and manufacture of floor care products
MacEwen Property Co., Inc.	US	US$100	100	—	Property holding
Marco Polo Industries & Merchandising Company Limited	Hong Kong	HK$100,000	100	—	Trading of household electronic and electrical products
Milwaukee Electric Tool Corporation	US	US$1,000	—	100	Trading and manufacture of power equipment products
One World Technologies, Inc.	US	US$10	—	100	Investment holding
OWT France S.A.S.	France	EUR 1,750,000	—	100	Investment holding
OWT Industries, Inc.	US	US$10	—	100	Manufacture of electric components and power equipment products
Royal Appliance International GmbH	Germany	EUR 2,050,000	100	—	Trading of household electronic and electrical products
Royal Appliance Mfg. Co.	US	US$1	—	100	Trading and manufacture of floor care products
Sang Tech Industries Limited	Hong Kong	HK$1,000,000	100	—	Manufacture of plastic parts
Santo Industries Limited	Hong Kong	HK$2,000,000	100	—	Manufacture of metallic parts
Solar Wide Industrial Limited	Hong Kong	HK$2,000,000	75.725	—	Manufacture of electronic products
Techtronic Appliances International Ltd.	BVI	US$1	—	100	Investment holding
Techtronic Floor Care Technology Limited	BVI	US$1	100	—	Investment and intellectual properties holding
Techtronic Industries (Dongguan) Co. Ltd.	PRC	US$47,000,000	—	100	Manufacture of power equipment, floor care and outdoor power equipment products
Techtronic Industries (Taiwan) Co. Ltd.	Taiwan	NT$5,000,000	100	—	Provision of inspection services
Techtronic Industries (UK) Ltd (formerly known as Ryobi Technologies (UK) Ltd)	United Kingdom	GBP 4,000,000	—	100	Trading of electric power equipment products
Techtronic Industries Australia Pty. Limited	Australia	AU$ 19,400,000	—	100	Trading of electric power equipment products
Techtronic Industries Central Europe GmbH*	Germany	EUR 25,600	—	100	Trading of electric power equipment products
Techtronic Industries ELC GmbH*	Germany	EUR 25,000	—	100	Trading of electric power equipment products and outdoor power equipment products
Techtronic Industries France SAS	France	EUR 14,919,832	—	100	Trading of electric power equipment products
Techtronic Industries Germany Holding GmbH	Germany	EUR 25,000	—	100	Investment holding
Techtronic Industries Mexico, S.A. de C.V.	Mexico	MXN 50,000 (Serie I) MXN 722,095 (Serie II)	—	100	Trading of power equipment, floor care and outdoor power equipment products
Techtronic Industries N.Z. Limited	New Zealand	NZ$ 1,165,500	100	—	Trading of electric power equipment products
Techtronic Industries North America, Inc.	US	US$10	98.4	1.6	Investment holding
Techtronic Outdoor Products Technology Limited	Bermuda	US$12,000	100	—	Investment and intellectual properties holding
Techtronic Power Tools Technology Limited	BVI	US$1	100	—	Investment and intellectual properties holding
Techtronic Trading Limited (formerly known as Homelite Far East Company Limited)	Hong Kong	HK$2	100	—	Trading of outdoor power equipment products
TTI Investments (Dongguan) Company Limited	Hong Kong	HK$2	100	—	Investment holding
Vax Appliances (Australia) Pty. Ltd.	Australia	AU$ 3,200,008 (ordinary shares) AU$13,900,000 (Class A Redeemable Preference Shares)	100	—	Investment holding
Vax Limited	United Kingdom	GBP 30,000 (Ordinary A shares) GBP 2,500 (Ordinary B shares)	100	—	Assembly, procurement and distribution of floor care products

The above table lists the subsidiaries of the Company which, in the opinion of the directors, principally affected the results or assets of the Group. To give details of other subsidiaries would, in the opinion of the directors, result in particulars of excessive length.

None of the subsidiaries had any debt securities outstanding at the end of the year, or at any time during the year.

Particulars of the associates as at December 31, 2010 and December 31, 2009 are as follows:

Name of associate	Place of incorporation/operation	Issued and fully paid share capital	Proportion of nominal value of issued capital held by the Company Directly %	Principal activities
Gimelli International (Holdings) Limited	The Cayman Islands	US$6,250	40.8	Investment holding
Precision Technology Industries Limited	Bermuda	US$12,000,000	25.0	Manufacture of power equipment products

The functional currency of the Company is United States dollars. The presentation currency of the Group is Hong Kong dollars as the Company is a public limited company incorporated in Hong Kong. The financial statements include the consolidated statement
of comprehensive income, consolidated statement of financial position and consolidated statement of cash flows which are presented in the functional currency of the Company for reference only which have been arrived at based on the fixed exchange
rate of HK$7.8 to US$1.0.