| REMUNERATION REPORT (CONTINUED) |
| |
|
| Brait S.A. Share Incentive Scheme |
| Salient features |
| • |
The scheme is a share option scheme with deferred delivery. |
| • |
Entitlements are granted at market price at the date of grant. |
| • |
Vesting typically accrues within six years. |
| • |
Entitlements expire after eight years. |
| • |
Entitlements are forfeited if the participant leaves the group before
vesting. |
|
| |
|
| Entitlements granted under the
scheme: |
| |
2006 |
2005 |
Share entitlements outstanding
at beginning of year |
2
975 262 |
2
568 624 |
| Granted and exercised |
150
000 |
1
374 480 |
| Delivered |
(808
018) |
(61 151) |
Cancelled (by resignation,
retrenchment or repurchase) |
(578
740) |
(906
691) |
Share entitlements
outstanding
at end of year |
1
738 504 |
2
975 262 |
|
|
|
| |
| Analysis of share entitlements
outstanding at 31 March 2006 |
|
|
|
| Entitlement
expiry date |
Number
of shares |
Issue
price (ZAR) |
| 31 December 2010 |
48 750 |
8,57 |
| 31 December 2011 |
648
690 |
7,19 |
| 30 June 2012 |
670
964 |
7,20 |
| 6 July 2012 |
220
100 |
7,22 |
| 1 October 2013 |
150
000 |
18,04 |
| |
1
738 504 |
|
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| The Brait Executive Share Purchase Scheme |
| Salient features |
| • |
The scheme is structured as a share purchase scheme and
participants are offered an opportunity to acquire ordinary shares
in the company at a price fixed on a leveraged, deferred payment
and delivery basis. Critically, participants are required to make an
upfront contribution equal to one third of the market value of their
entitlements granted. |
| • |
Participants are offered leverage (loan finance) based on twice the
value of their contributions. |
| • |
The leverage is subject to an arm's length related interest rate. |
| • |
The scheme shares or any rights flowing from such shares vest
over three years. |
| • |
Participants may only take delivery of their entitlements under the
scheme on vesting and full settlement of their loan accounts. |
| • |
Unvested entitlements are forfeited if the participant leaves the
group before vesting. |
| • |
Loan accounts must be settled within five years of the grant of
shares or the entitlements expire. |
|
| |
| The executives carry market risk on any decline in the Brait share price
during the tenure of the scheme up to a maximum limit of their prepaid
contribution and will benefit from any market price increase, but
only to the extent that the increase exceeds the compounded prime
interest rate on the advance, net of dividends. |
| |
| Entitlements granted under the scheme: |
| |
2006 |
2005 |
|
Share entitlements outstanding at
beginning of year |
16
563 460 |
17
296 489 |
|
| Granted |
2
500 000 |
500
000 |
|
| Delivered |
(12
185 907) |
(778 105) |
|
Cancelled (by resignation,
retrenchment or repurchase) |
– |
(454
924) |
|
Share entitlements outstanding
at end of year |
6
877 553 |
16
563 460 |
|
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|
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| Analysis of share entitlements outstanding
at 31 March 2006 |
Repayment
date of loan
balance |
Interest
rate
of loan |
Prepaid
contributions
by participants
US$ |
Outstanding
loan account
balances
US$ |
Number
of shares
granted |
Share
purchase price
US$ |
| 31 March |
US dollar |
|
|
|
|
| 2008 |
Prime |
457 605 |
537 344 |
1 933 269 |
0,7101 |
| 25 October |
US dollar |
|
|
|
|
| 2008 |
Prime |
460 212 |
550 767 |
1 944 284 |
0,7101 |
| 13 May |
US dollar |
|
|
|
|
| 2009 |
Prime |
167 700 |
246 053 |
500 000 |
1,0062 |
| 31 March |
US dollar |
|
|
|
|
| 2010 |
Prime |
1 565
833 |
3 758
062 |
2 500
000 |
1,8790 |
| |
|
2
651 350 |
5
092 226 |
6
877 553 |
|
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