Shopper's Stop Limited - Securities and Exchange Board of India

(2)*ESOP-III was revised after obtaining members approval at the EGM held on March 31, 2004 so the
entire scheme was replaced with a new scheme ESOP-III. The scheme was again revised after
obtaining the member’s approval at the AGM held on July 30, 2004 so that the entire scheme was
replaced with a new scheme ESOP-III.
(3)* Under ESOP –II, 159,500 options were granted to 15 employees, out of which 31,000 options have
been cancelled as 5 employees have resigned and 128,500 options now remain outstanding.
(4)* Under ESOP –III, 155640 options were granted to 47 employees, out of which 6340 options have
been cancelled as 3 employees have resigned and 149300 options now remain outstanding.
(5) As per section 15.3 (a) of SEBI ESOP Guidelines, the impact on PAT and EPS for FY03 is nil and for
FY04 is Rs.1.2 mn and Rs.0.03 respectively. (for details please refer to Annexure V and Annexure X of
Auditors Report of this draft Red Herring Prospectus.
Table (1) details regarding options granted to Directors and key managerial personnel are set forth
below:
S. No. Name of Director or key
managerial personnel
Directors
Number of options
granted
27
Number of Equity
Shares of Rs.10/- each
issuable upon exercise
of options
1. Mr. B. S. Nagesh (ESOP-I) 225,000 225,000
2. Mr. B.S. Nagesh (ESOP-II) 50,000 50,000
3. Mr. B.S. Nagesh (ESOP-III) 22,560 22,560
Key Managerial personnel
4 Mr. S.C. Badhe (ESOP-II) 7,500 7,500
Mr. S.C. Badhe (ESOP-III) 6,860 6,860
5 Mr. V. Kashyap (ESOP-II) 8,000 8,000
Mr. V. Kashyap (ESOP-III) 5,480 5,480
6 Mr. G.S. Shrikhande (ESOP- II) 15,000 15,000
Mr. G.S. Shrikhande (ESOP- III) 9,230 9,230
7 Mr. C.B. Navalkar (ESOP-II) 10,000 10,000
Mr. C.B. Navalkar (ESOP-III) 7,140 7,140
8 Mr. Unni Krishnan (ESOP-III) 6,630 6,630
(5) Other option holders under ESOP- II who have been granted more than 5% of the options granted
during the year are: Mr. K. Rajagopalan – 10,000 options; Mr. S. Nair – 10,000 options; Mr. C.K. Nair-
8,000 options.
(6) The holder of the ESOPs that have vested, namely Mr. B S Nagesh, has confirmed that he does not
intend to sell the Equity Shares, if any, arising pursuant to the exercise of the ESOPs for a period of 3
months after the listing of the Equity Shares of the Company pursuant to this Issue.