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PERENNIAL REAL ESTATE HOLDINGS LIMITED
Annual Report 2015
NOTES TO THE FINANCIAL STATEMENTS
14 REDEEMABLE PREFERENCE SHARES
(continued)
The holders of the redeemable preference shares shall not be entitled to vote at any general meeting other than under the
following circumstances:
(i)
the resolution in question varies the rights attached to the redeemable preference shares; and
(ii)
the resolution in question is for the winding up of the Subsidiary.
The redeemable preference shares shall, in a winding-up of or reduction of capital by the Subsidiary, entitle the holders to
full repayment of the Redemption Amount, in priority to any payment to the holders of the ordinary shares in the capital of
the Subsidiary.
15 SHARE-BASED PAYMENT ARRANGEMENTS
St. James Share Option Scheme (the “Scheme”)
The Scheme which was approved by shareholders of the Company on 28 January 2003 and 22 October 2013, was cancelled
on 21 October 2014 following the adoption of Perennial Employee Share Option Scheme 2014. The Scheme has
360,000 outstanding options with expiry date on 25 October 2014. As at 31 December 2015, all the outstanding
options under the Scheme have lapsed.
Perennial Employee Share Option Scheme 2014 (“Perennial ESOS 2014”)
The Perennial ESOS 2014, of which the rules were set out in a circular to shareholders dated 18 September 2014,
was approved by shareholders of the Company at an Extraordinary General Meeting held on 10 October 2014.
Under the rules of the Perennial ESOS 2014, all directors (including non-executive and independent directors) and
employees of the Company and its subsidiaries are eligible to participate in the Perennial ESOS 2014. Controlling
shareholders are also eligible to participate in the Perennial ESOS 2014 subject to the approval of independent
shareholders in the form of separate resolutions for each participant.
Under the Perennial ESOS 2014, the option entitles eligible participants to subscribe for ordinary share in the Company at
a price equal to the volume-weighted average price of the Company’s shares on the Singapore Exchange Securities
Trading Limited (“SGX-ST”) for the three consecutive trading days immediately preceding the Date of Grant of that Option
(“Market Price”) or at a discount to the Market Price (up to a maximum 20%).
The maximum number of shares (in respect of the options) that may be granted under the Perennial ESOS 2014, after taking
into account of (i) the total number of new shares allotted and issued and/or to be allotted and issued (exclude treasury
shares) pursuant to options granted under the Perennial ESOS 2014; and (ii) the total number of shares subject to any other
share option or share incentive schemes of the Company, shall not exceed 15% of the total number of issued shares,
provided always that all number of shares available to each controlling shareholder or each of their associates shall not
exceed 10% of the shares available under the Perennial ESOS 2014.
The Remuneration Committee (“RC”) is charged with the administration of the Perennial ESOS 2014 in accordance with
the rules of the Perennial ESOS 2014. The number of options to be awarded to a participant is dependent on job grade
level, performance and criticality to the long-term growth and profitability of the Group.
