100 SECTION 05 : FINANCIAL STATEMENTS & OTHERS Registration No: 4 199201005296 (236800 - T) EMPLOYEES’ SHARES SCHEME (“ESS”) (continued) The main features of the ESOS are as follows: (a) The ESOS is made available to eligible employees and Directors (including non-executive Directors) (collectively as “Eligible Person”) who are confirmed employees of the Company and its non-dormant subsidiaries as defined in the Companies Act 2016 in Malaysia, as amended from time to time, and any re-enactment thereof; (b) The total number of shares offered under the ESOS shall not, in aggregate, exceed 15% of the total issued ordinary shares of the Company (excluding treasury shares, if any) at any time during the existence of the ESOS; (c) The option price under the ESOS shall be the five-day weighted average market price of the shares as quoted on the Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”) at the time the option is granted with a discount of not more than 10% if deemed appropriate; (d) The maximum number of shares, which may be offered to an Eligible Person shall be at the sole discretion of the ESS Committee after taking into consideration, amongst others, the performance, targets, position, annual appraised performance, seniority and length of service of eligible employee’s position, performance and length of service of the Eligible Person, or such other matters that the ESS Committee may in its sole discretion deem fit, subject to the following: (i) not more than 10% of the shares available under the ESOS shall be allocated to any individual Eligible Person who, either singly or collectively through persons connected with the Eligible Person, holds 20% or more of the issued ordinary shares of the Company (excluding treasury shares, if any). (e) An option granted under the ESOS may be exercised by the grantee upon achieving the vesting conditions set by the ESS Committee; and (f) The shares shall on issue and allotment rank pari passu in all respects with the then existing issued shares of the Company. The number of options over ordinary shares under the option scheme was as follows: [ ------------- Number of options over ordinary shares -------------- ] Balance Balance Exercisable as at as at as at Category of participants 1.4.2024 Forfeited* Expired 31.3.2025 31.3.2025 1st Award of ESOS Option Directors 3,500,000 - (3,500,000) - - Key Management Personnel^ and Employees 2,000,000 - (2,000,000) - - 5,500,000 - (5,500,000) - - 2nd Award of ESOS Option Directors 7,600,000 - - 7,600,000 7,600,000 Key Management Personnel^ and Employees 4,300,000 (1,000,000) - 3,300,000 3,300,000 11,900,000 (1,000,000) - 10,900,000 10,900,000 Directors’ Report (Cont’d)
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