GLOBAL

8.4 If a Participant ceases to be employed in or to be a director in the Group:±(a) by reason of the company in which he is employed or of which he is a director ceasing tobe a company within the Group, or the undertaking or part of the undertaking of suchcompany being transferred otherwise than to another company in the Group; or(b) for any other compassionate reason provided the Scheme Committee gives its consent inwriting,he may, at the absolute discretion of the Scheme Committee exercise any Option then remainingunexercised in the manner and at the times provided in Rule 8.1 or within such other periodduring the Option Period as may be determined by the Scheme Committee in its absolutediscretion, provided that Rules 8.2, 8.3, 8.5 and 8.6 will continue to apply during that period asthough the event contemplated in this Rule 8.4 did not occur.8.5 If a Participant dies and at the date of his death holds any unexercised Option, such Option may,at the discretion of the Scheme Committee, be exercised by the duly appointed personalrepresentatives of the Participant within such period after his death as may be determined bythe Scheme Committee in its absolute discretion (but before the expiration of the Option Periodin respect of that Option), and upon the expiration of such period, the Option shall lapse. Suchexercise shall, at the discretion of the Scheme Committee, either be in full or only in respect ofsuch Shares comprised in that Option for which the Participant would have been entitled toexercise pursuant to Rule 8.1. The Scheme Committee may, in exercising such discretion,allow the Option to be exercised at any time, notwithstanding that the date of exercise of suchOption falls on a date prior to the ®rst day of the Option Period in respect of such Option.8.6 If, for any reason whatsoever, a Participant (being an Executive Director) ceases to be a memberof the relevant board, any Option then held by him shall, to the extent unexercised, immediatelylapse without any claim against the Company, unless otherwise determined by the SchemeCommittee in its absolute discretion. Such discretion shall be exercised by the SchemeCommittee where there are strong justi®cations under the prevailing circumstances to do so,including, but not limited to, any unfairness caused to the Participant by the lapse of theOption, taking into account factors including, but not limited to, the reasons for theParticipant's cessation in his relevant position and the past contributions made by theParticipant. In exercising such discretion, the Scheme Committee may also determine theperiod during which such Option may continue to be exercisable, provided that such periodmay not in any event exceed the Option Period applicable to such Option. Such exercise shall,at the discretion of the Scheme Committee, either be in full or only in respect of such Sharescomprised in that Option for which the Participant would have been entitled to exercisepursuant to Rule 8.1. The Scheme Committee may, in exercising such discretion, allow theOption to be exercised at any time (and, in relation to an Discounted Option, provided that theScheme Committee has determined that the Option is not to be cancelled, the SubscriptionPrice applicable to that Option shall be the initial Subscription Price subject to any discountdetermined by the Scheme Committee), notwithstanding that the date of exercise of suchOption falls on a date prior to the ®rst day of the Option Period in respect of such Option.9. TAKE-OVER AND WINDING-UP OF THE COMPANY9.1 Notwithstanding Rule 8 but subject to Rule 9.5, in the event of a take-over being made for theShares, a Participant shall be entitled to exercise in full or in part any Option held by him and asyet unexercised, in the period commencing on the date on which such offer is made or, if suchoffer is conditional, the date on which such offer becomes or is declared unconditional, as thecase may be, and ending on the earlier of:±(a) the expiry of six months thereafter, or such later date as may be determined, prior to theexpiry of such six-month period, at the recommendation of the offeror and with theapprovals of the Scheme Committee and the SGX-ST; or(b) the date of expiry of the Option Period relating thereto,C-6