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TNB Financial Report 2002
63
29. Share Capital (Continued)
These ESOS expired on 11 May 2002 and has not been extended. The movement during the financial year in the number of options over the
shares of the Company is as follows:
Company
2002 2001
’000 ’000
As at the beginning of the financial year 7,662 4,824
Granted 1,616 3,397
Exercised (5,050) (559)
Expired (4,228) 0
As at the end of the financial year 0 7,662
Special Rights Redeemable Preference Share
(a)
The Special Rights Redeemable Preference Share (‘Special Share’) would enable the Government of Malaysia through the Minister of
Finance Incorporated to ensure that certain major decisions affecting the operations of the Company are consistent with Government
policies. The Special Shareholder, which may only be the Government or any representative or person acting on its behalf, is entitled to receive
notices of meetings but not to vote at such meetings of the Company. However, the Special Shareholder is entitled to attend and speak
at such meetings.
The Special Shareholder has the right to appoint any person, but not more than six at any time, to be Government Appointed Directors.
(b)
Certain matters, in particular the alteration of the Articles of Association of the Company relating to the rights of the Special Shareholder,
creation and issue of additional shares which carry different voting rights, the dissolution of the Company, substantial disposal of assets,
amalgamations, merger and takeover, require the prior consent of the Special Shareholder.
(c)
The Special Shareholder does not have any right to participate in the capital or profits of the Company.
(d)
The Special Shareholder has the right to require the Company to redeem the Special Share at par at any time.
Class A and Class B Redeemable Preference Shares
The main features of the Company’s Class A and Class B Redeemable Preference Shares (‘RPS’) are as follows:
(a)
The RPS do not carry any right to participate in the assets and surplus profit of the Company.
(b)
The RPS holders have no voting rights except on resolution to amend the RPS holders’ rights.
(c)
These RPS are not convertible to ordinary shares.
(d)
The Company has the right to redeem all Class A and Class B RPS on or after 16 August 2010 and 19 September 2010 respectively
at RM1,000 each.
As described in Note 24 to the financial statements, these RPS form part of the Company’s Fixed Income Securities.