TANJUNG OFFSHORE BERHAD
TANJUNG OFFSHORE BERHAD
TANJUNG OFFSHORE BERHAD
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
DIRECTORS’ REPORT<br />
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2009<br />
UNEXERCISED OPTIONS GRANTED (continued)<br />
i) Employees’ Share Option Scheme (“ESOS”) (continued)<br />
61<br />
<strong>TANJUNG</strong> <strong>OFFSHORE</strong> <strong>BERHAD</strong> (662315-U)<br />
ANNUAL REPORT 2009<br />
c) The maximum number of new shares that may be offered and allotted to an Eligible Employee shall be determined by the<br />
ESOS Committee taking into consideration inter-alia, the Eligible Employee’s designation, job description, responsibilities<br />
and seniority.<br />
d) The subscription price of the options issued pursuant to ESOS shall be the higher of the following:<br />
i) at a discount of not more than ten percent (10%) from the weighted average market price of the shares as shown<br />
in the daily offi cial list issued by Bursa Malaysia Securities Berhad (“Bursa Securities”) for the fi ve (5) market days<br />
immediately preceding the date of offer; or<br />
ii) the par value of the shares.<br />
e) The new shares to be allotted and issued upon any exercise of the options will, upon such allotment and issuance, rank<br />
pari passu in all respects with the existing and issued shares except that the new shares so issued will not be entitled<br />
to any dividends, rights, allotments and/or any other distributions which may be declared, made or paid to shareholders<br />
prior to the date of allotment of the new shares. The new shares will be subjected to all provisions of the Articles in<br />
relation to their transfer, transmission or otherwise. The options shall not carry any right to vote at a general meeting of the<br />
Company.<br />
As at 31 December 2009, there were 14,075,900 (2008:14,691,000) unissued ordinary shares pursuant to the ESOS options<br />
granted under the ESOS Scheme, at between RM0.68 to RM2.35 (2008: RM0.68 to RM2.35 per share) respectively.<br />
According to Section 169(11) of the Companies Act, 1965, the Company is required to disclose the name of persons to whom<br />
any option has been granted during the current fi nancial year. Pursuant to Section 169A of the Companies Act, 1965, the<br />
Company has applied and has been granted exemption by the Companies Commission of Malaysia from having to disclose the<br />
name of employees who have been granted options to subscribe for less than 500,000 ordinary shares of RM0.50 each.<br />
During the current fi nancial year, none of the employees of the Company has been granted ESOS options above 500,000<br />
ordinary shares of RM0.50 each.<br />
Details of the share options granted to directors are disclosed in the section on Directors and their shareholdings in this<br />
report.<br />
Details of the share option granted and exercised under the ESOS during the current fi nancial year are set out in Note 17 to<br />
the fi nancial statements.<br />
ii) Warrants from issuance of Bonds<br />
On 30 November 2005, the Company issued a RM150,000,000 nominal value up to eight (8) years 4.5% per annum serial fi xed<br />
rate bonds with detachable warrants to the primary subscribers.<br />
On 3 March 2006, the primary subscribers were allotted a total of 18,514,600 warrants to the shareholders at an offer price of<br />
RM0.24 per warrant on the basis of one (1) warrant for every fi ve (5) ordinary shares held on entitlement date.<br />
On 29 August 2006, the Company completed the listing of an additional 9,257,000 warrants arising from the bonus issue<br />
exercise which was implemented in accordance to the Deed Poll dated 13 January 2006 on the basis of one (1) new warrant<br />
for every two (2) warrants held on entitlement date.<br />
On 13 June 2007, the Company completed the listing of an additional 10,095,104 warrants arising from the bonus issue<br />
exercise on the basis of two (2) new warrants for every fi ve (5) existing warrants.