82 FINANCIAL STATEMENTS & OTHERS ENRA GROUP BERHAD ANNUAL REPORT 2023 EMPLOYEES’ SHARES SCHEME (“ESS”) In the Extraordinary General Meeting on 9 February 2018, the Shareholders have approved the ESS comprising Employees’ Option Scheme (“ESOS”) and Employees’ Share Grant (“ESG”) that came into effect on 12 February 2018 for a period of 5 years up to 12 February 2023. Subsequently, the Company has extended the duration of the ESS for another 5 years to 12 February 2028. On 1 June 2022, the Company made an offer of 6,100,000 ESOS Option under the ESS (“1st Award”) to the eligible Directors and employees of the Company and its subsidiaries. The ESOS Option was offered in 2 tranches with the 1st tranche of 40% comprising 2,440,000 ESOS Option with no vesting period and the 2nd tranche of 60% comprising 3,660,000 ESOS Option with a vesting period of 1 year till 31 May 2023. The total number of outstanding ESOS Option granted under the ESOS as at year end is 6,100,000. The main features of the ESOS are as follows: (a) The ESOS is made available to eligible employees and Directors (including non-executive Directors) (collectively as “Eligible Person”) who are confirmed employees of the Company and its non-dormant subsidiaries as defined in the Companies Act 2016 in Malaysia, as amended from time to time, and any re-enactment thereof; (b) The total number of shares offered under the ESOS shall not, in aggregate, exceed 15% of the total issued ordinary shares of the Company (excluding treasury shares, if any) at any time during the existence of the ESOS; (c) The option price under the ESOS shall be the five-day weighted average market price of the shares as quoted on the Main Market of Bursa Malaysia Securities Berhad at the time the option is granted with a discount of not more than 10% if deemed appropriate; (d) The maximum number of shares, which may be offered to an Eligible Person shall be at the sole discretion of the ESS Committee after taking into consideration, amongst others, the performance, targets, position, annual appraised performance, seniority and length of service of eligible employee’s position, performance and length of service of the Eligible Person, or such other matters that the ESS Committee may in its sole discretion deem fit, subject to the following: (i) not more than 10% of the shares available under the ESOS shall be allocated to any individual Eligible Person who, either singly or collectively through persons connected with the Eligible Person, holds 20% or more of the issued ordinary shares of the Company (excluding treasury shares, if any). (e) An option granted under the ESOS may be exercised by the grantee upon achieving the vesting conditions set by the ESS Committee; and (f) The shares shall on issue and allotment rank pari passu in all respects with the then existing issued shares of the Company. The number of options over ordinary shares under the option scheme was as follows: Number of options over ordinary shares Balance Balance Exercisable Category of as at as at as at participants 1.4.2022 Granted Forfeited* Exercised 31.3.2023 31.3.2023 Directors - 3,500,000 - - 3,500,000 1,400,000 Key Management Personnel - 2,100,000 (300,000) - 1,800,000 720,000 Employee - 500,000 - - 500,000 200,000 - 6,100,000 (300,000) - 5,800,000 2,320,000 * Due to resignation Since the implementation of the ESOS, a total of 6,100,000 options had been granted to the eligible employees of the Group of which a total of 3,500,000 options had been granted to the Directors of the Company. None of the ESOS has been exercised since the implementation of the ESOS until the end of the financial year. Directors’ Report (Cont’d)
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