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FINANCIAL STATEMENTS
Axiata Group Berhad | Annual Report 2016
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14. EMPLOYEE SHARE OPTION AND SHARE SCHEME (CONTINUED)
(a) Performance-Based Employee Share Option Scheme and Restricted Share Plan [“Axiata Share Scheme”] (continued)
The salient terms and conditions of the Axiata Share Scheme are as follows: (continued)
(iii) Eligibility (continued)
Eligibility under the Axiata Share Scheme does not confer on any Eligible Employee any claim, right to participate in, or any other right
whatsoever under the Axiata Share Scheme, and an Eligible Employee does not acquire or have any right over, or in connection with,
any Performance-Based ESOS or the RSA under this Axiata Share Scheme unless an Offer has been made by the Board to that Eligible
Employee and that Eligible Employee has accepted the Offer in accordance with the terms of the Offer and the Bye-Laws governing the
Axiata Share Scheme.
(iv) Option price and RSA reference price
The subscription price payable for each of the Company’s shares upon exercise of options is the five (5) day volume weighted average
market price of the Company’s shares immediately preceding the date of the Offer and is not lower than the nominal value of the
Company’s shares.
The reference price at which the Grantees shall be allotted new Shares pursuant to a RSA will be based on the fair value of the shares
on the date of offer, but shall not in any event be lower than the nominal value of the ordinary shares.
(v) Duration of the Axiata Share Scheme
The Axiata Share Scheme shall be in force for a period of eight (8) years from the effective date of implementation of the Performance-
Based ESOS and RSP, being a date of full compliance with the relevant requirements of the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad (“Bursa Securities”) in relation to the initial Long Term Performance-Based ESOS. All Share Options, whether
or not exercisable, shall forthwith lapse upon the expiry of the Scheme. All unvested Shares under the RSA which are not vested shall
forthwith lapse upon the expiry of the Scheme on 15 April 2017. On 20 May 2014, the shareholders of the Company via AGM approved
the extension of the scheme from eight (8) years to ten (10) years until 15 April 2019.
(vi) Retention period
The new ordinary shares of the Company allotted and issued pursuant to the exercise of any Performance-Based ESOS or upon the
vesting of RSA under the Axiata Share Scheme will not be subject to any retention period.
(vii) Ranking of the new shares to be issued under the Axiata Share Scheme
The Company’s new shares to be issued pursuant to Axiata Share Scheme shall, upon allotment and issuance, rank pari-passu in all
respects with the existing issued shares of the Company except that they shall not be entitled to any dividend, right, allotment and/or
other distribution in respect of which the entitlement date is before the date of allotment of such new ordinary shares.
Eligible Employees who are residents in Malaysia and who have been granted share options have the option to elect whether to exercise the
options by way of:
(i)
Selling Flexibility; or
(ii) To directly subscribe for shares.
Whichever option once selected shall be applicable to the exercise of the Share Options for the full duration of the Axiata Share Scheme unless
otherwise determined by the Board in their sole discretion but subject always to the provisions of the Bye-Laws and the terms of the Selling
Flexibility.
Eligible Employees who are not residents in Malaysia and who have been granted Share Options shall exercise their Share Options by way of
Selling Flexibility for the full duration of the Axiata Share Scheme but subject always to the provisions of the Bye-Laws and the terms of the
Selling Flexibility for Foreign Guarantees.