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Annual Report for the year ended 31 December 2008

Annual Report for the year ended 31 December 2008

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38. emPloYee sHaRe sCHemes (CONTINuED)<br />

Per<strong>for</strong>mance criteria<br />

The option exercise may be conditional upon <strong>the</strong> per<strong>for</strong>mance of <strong>the</strong><br />

company and/or <strong>the</strong> participant over such period and measured against<br />

such objective criteria as may be determined by <strong>the</strong> Directors. The initial<br />

per<strong>for</strong>mance criteria established by <strong>the</strong> Directors of <strong>the</strong> company were that<br />

<strong>the</strong> closing bid price of a share in The evolution Group plc, as derived from<br />

<strong>the</strong> Daily official list published by The london stock exchange, must be not<br />

less on average than a specified amount <strong>for</strong> a period of 60 consecutive<br />

days be<strong>for</strong>e options can be exercised. if <strong>the</strong> average share price is £0.90,<br />

<strong>the</strong>n 25% of <strong>the</strong> options may be exercised; at £1.10 a fur<strong>the</strong>r 25% may be<br />

exercised; at £1.30 <strong>the</strong>n a fur<strong>the</strong>r 25% may be exercised; and at £1.50, <strong>the</strong><br />

remaining 25% may be exercised. At a meeting of <strong>the</strong> Board on 21<br />

november 2002, approval was given to <strong>the</strong> waiving of <strong>the</strong>se initial<br />

per<strong>for</strong>mance criteria <strong>for</strong> all new options granted under <strong>the</strong> scheme by<br />

varying <strong>the</strong> scheme rules. The remuneration committee, having made<br />

comparisons with <strong>the</strong> practice of o<strong>the</strong>r Groups and taken <strong>the</strong> appropriate<br />

legal advice, made this recommendation.<br />

Exercise of options<br />

An option may not be exercised later than <strong>the</strong> tenth anniversary after <strong>the</strong><br />

date of grant. The earliest date of exercise is generally two <strong>year</strong>s after <strong>the</strong><br />

date of grant <strong>for</strong> ordinary options and three <strong>year</strong>s after <strong>the</strong> date of grant<br />

<strong>for</strong> super options.<br />

Scheme Limits<br />

The overall limit on <strong>the</strong> number of shares which may be issued to satisfy<br />

ordinary options, is 10% of <strong>the</strong> issued share capital and <strong>for</strong> super options,<br />

is 5% of <strong>the</strong> issued share capital of <strong>the</strong> company.<br />

Options granted<br />

At <strong>31</strong> <strong>December</strong> <strong>2008</strong> nil ordinary options (2007: nil) and 4,613,275 super<br />

options (2007: 5,254,825) were outstanding with exercise prices between<br />

27.00p and 130.50p. The options can be exercised between 29 June 2004<br />

and 4 november 2016.<br />

notes to tHe FinanCial statements CONTINuED<br />

FOR THE YEAR ENDED <strong>31</strong> DECEMBER <strong>2008</strong><br />

76 The evoluTion Group plc AnnuAl reporT & AccounTs <strong>2008</strong><br />

The Evolution Group Plc 2000 Executive Share Option<br />

Scheme (unapproved)<br />

shareholders approved this scheme on 20 november 2000.<br />

Eligibility<br />

Any Director of <strong>the</strong> company, or a Group company, and any employee of<br />

<strong>the</strong> company, or a Group company, may be invited to participate in ei<strong>the</strong>r<br />

ordinary or super options.<br />

Option price<br />

The exercise price shall be determined by <strong>the</strong> Directors but shall not be<br />

less than <strong>the</strong> greater of <strong>the</strong> market value of <strong>the</strong> share at <strong>the</strong> date of grant<br />

or <strong>the</strong> nominal value of a share.<br />

Per<strong>for</strong>mance criteria<br />

The option exercise on ordinary options may be conditional upon <strong>the</strong><br />

per<strong>for</strong>mance of <strong>the</strong> company and/or <strong>the</strong> participant over such period<br />

and measured against such objective criteria as may be determined<br />

by <strong>the</strong> Directors. There are no per<strong>for</strong>mance criteria <strong>for</strong> super options.<br />

Exercise of options<br />

An option may not be exercised later than <strong>the</strong> tenth anniversary after <strong>the</strong><br />

date of grant. The earliest date of exercise is generally three <strong>year</strong>s after<br />

<strong>the</strong> grant <strong>for</strong> ordinary options and five <strong>year</strong>s after <strong>the</strong> date of grant <strong>for</strong><br />

super options.<br />

Scheme Limits<br />

The overall limit on <strong>the</strong> number of shares, which may be issued to satisfy<br />

ordinary options, is 10% of <strong>the</strong> issued share capital and <strong>for</strong> super options,<br />

is 5% of <strong>the</strong> issued share capital of <strong>the</strong> company.<br />

Options granted<br />

At <strong>31</strong> <strong>December</strong> <strong>2008</strong>, 2,025,933 ordinary options (2007: 2,025,933)<br />

and 1,065,632 super options (2007: 1,065,632) were outstanding with<br />

an exercise price of 58.67p. The options can be exercised between<br />

11 May 2004 and 11 May 2011.<br />

The Evolution Group Plc 2000 Executive Share Option<br />

Scheme (Approved)<br />

The terms of this scheme are exactly <strong>the</strong> same as <strong>the</strong> unapproved 2000<br />

scheme save <strong>the</strong> restriction that no individual shall be granted options over<br />

shares with an aggregate market value (calculated as <strong>the</strong> strike price at<br />

date of grant) exceeding £30,000.<br />

Options granted<br />

no options were granted in ei<strong>the</strong>r period.

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