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Consolidated income statement<br />

Consolidated statement of comprehensive income<br />

Consolidated statement of financial position<br />

Statement of changes in consolidated equity<br />

Consolidated statement of cash flows<br />

Notes to the consolidated financial statements <br />

Annexed tables<br />

Share based payment plans<br />

The company has share based payment plans for its employees.<br />

The stock option plans have the following purposes:<br />

to develop the loyalty of employees by strengthening the connection between their interests and those of the<br />

Shareholders of <strong>Reply</strong> S.p.A.;<br />

to encourage employees to achieve the growth targets;<br />

to motivate employees and involve them in participating in the future economic results;<br />

to strengthen the relations between the Company and its employees by developing their loyalty and sense of responsibility.<br />

As mentioned in Note 2 referring to share-based payment plans the Company has applied the standard set out by<br />

IFRS 2 “Share-based payment” and has been applied to all the stock options granted after November 7, 2002 and<br />

that have not yet vested as at January 1, 2005 and are related to the stock options plans of 2004 and 2006. With<br />

reference to these plans, the cost incurred for <strong>Reply</strong> S.p.A. share-based payments in 2010 amounted to 10 thousand<br />

Euros (50 thousand Euros in 2009).<br />

Stock option plans linked to <strong>Reply</strong> Group ordinary shares<br />

The Extraordinary Shareholders’ Meeting of <strong>Reply</strong> S.p.A. resolved the increase of the share capital with exclusion of<br />

stock option rights in compliance with art. 2441, paragraph 8 and art. 2441 paragraph 5 of the Italian Civil Code.<br />

The Board of Directors’ of <strong>Reply</strong> S.p.A. in charge of the stock option plan, has assigned stock options to employees<br />

and directors of the group companies.<br />

As at December 31, 2010 the number of stock options were 168,400 and can be summarized as follows:<br />

Resolution of<br />

the General<br />

Board’s<br />

Shareholders’ resolution No. Exercise No.<br />

plan meeting date beneficiaries price Vesting period options<br />

2004 11/06/2004 11/11/2005 1 17.569 11/11/2008 - 11/11/2013 2,400<br />

2004 11/06/2004 12/05/2006 10 21.339 12/05/2009 - 12/05/2014 150,000<br />

2006 15/06/2006 08/08/2006 1 18.662 08/08/2009 - 08/08/2014 10,000<br />

2006 15/06/2006 27/09/2007 1 24.096 27/09/2010 - 27/09/2015 6,000<br />

During 2010 no stock options were exercised nor assigned in reference to the existing plans.<br />

Under an accounting perspective stock option plans represent an Equity settled share based payment transaction pursuant<br />

to paragraph 10 of IFRS 2 that requires the assessment of the fair value of the services received with reference<br />

to the fair value of the instruments representative of equity at the assignment date.<br />

The fair value of the services received must be recorded when the option vests with a corresponding increase in equity.<br />

Stock option plans linked to Syskoplan AG ordinary shares<br />

The Shareholders’ Meeting of syskoplan AG on September, 2000 resolved the increase of the share capital with the<br />

emission of no. 300,000 new syskoplan AG ordinary shares in favor of employees and directors of the company.<br />

As at December 31, 2010 the main characteristics of the stock option plan resolved by the Shareholders’ Meeting is as<br />

follows:<br />

Resolution of the<br />

General Shareholders’ No. Exercise<br />

plan meeting beneficiaries price Vesting period No. options<br />

2004 07/04/2004 329 7.63 07/04/2006 - 07/04/2011 71,407<br />

During 2010 no. 14,991 ordinary shares were exercised; at December 31, 2010 no. 23,481 ordinary shares can still<br />

be exercised while no. 13,791 ordinary shares expired.<br />

107

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