ENRICHING LIVES EXPANDING HORIZONS - Maxis

166
Financial Statements
NOTES TO THE
FINANCIAL STATEMENTS
31 December 2011
Continued
28 SHARE CAPITAL
(a) Share capital
2011 AND 2010
GROUP AND COMPANY
’000 RM’000
Authorised ordinary shares of RM0.10 each
As at 1 January/ 31 December 12,000,000 1,200,000
(b) ESOS
Pursuant to the ESOS implemented on 17 September 2009, the Company will make available new shares, not exceeding in
aggregate 250,000,000 shares during the existence of the ESOS, to be issued under the options granted. The ESOS is for
the benefit of eligible employees and eligible directors (executive and non-executive) of the Group and of the Company. The
ESOS is for a period of 10 years and is governed by the ESOS Bye-Laws as set out in the Company’s Prospectus dated 28
October 2009 issued in relation to its initial public offering.
An ESOS Committee comprising Directors of the Company has been set up to administer the ESOS. The ESOS Committee
may from time to time offer share options to eligible employees and eligible directors of the Group and of the Company to
subscribe for new ordinary shares of RM0.10 each in the Company.
The salient features of the ESOS are as follows:
(i)
The total number of shares which may be issued under the ESOS shall not exceed in aggregate 10% of the Company’s
issued and paid-up share capital at any time during the existence of the ESOS;
(ii) Subject to the discretion of the Directors, any employee of the Company and its subsidiaries whose employment has
been confirmed in writing and any director (executive or non-executive) of the Company, shall be eligible to participate
in the ESOS;
(iii) The number of new shares that may be offered under the ESOS shall be at the discretion of the Directors after taking
into consideration the performance, seniority and number of years of service as well as the employees’ actual or potential
contribution to the Group;
(iv) In the event of a change in the capital structure of the Company except under certain circumstances, the Directors may
make or provide for adjustments to be made in the option price and/or in the number of shares covered by outstanding
options as the Directors at their discretion, may in good faith determine to be equitably required in order to prevent dilution
or enlargement of the rights of the optionee or provide for adjustments in the number of shares to give the optionee the
same proportion of the issued ordinary share capital of the Company to which the optionee was previously entitled;
(v) The subscription price upon the exercise of the option under the ESOS shall be the weighted average market price quoted
for the five market days immediately preceding the date on which the option is granted;
(vi) The options have a contractual term of 10 years. All options shall become exercisable to the extent of one-third of the
shares granted on each of the first three anniversaries from the date the option was granted provided the optionee has
been in continuous service with the Group throughout the period;
(vii) Subject to paragraph (vi) above, an optionee may exercise an option in whole or part in multiples of 100 shares only at
such time in accordance with any guidelines as may be prescribed by the Directors from time to time; and