Adaptec 2006 Annual Report Download - page 155

(f) “Promoter Group” means a Relative of the Promoter, persons whose shareholding is aggregated for the purpose of disclosing in the offer
document “shareholding of the promoter group.
(g) “Relative” means immediate relative, namely one’s spouse, parent, brother, sister or child of the person or spouse.
Words and expressions used, but not defined herein, shall have the same meanings as is ascribed to them in the notification (Notification No.
F/No.142/48/2001-TPL) issued by the Government of India, Ministry of Finance in exercise of the powers conferred by the proviso to sub-clause (iii) of clause
(2) of Section 17 of the Income Tax Act, 1961 of India and the Plan.
2. Consideration. Except as otherwise provided below, payment of the exercise price for the number of Shares being purchased pursuant to any Option
shall be made (i) in cash, by check or cash equivalent, (ii) pursuant to a cashless exercise program implemented by the Company in connection with the Plan,
(iii) by such other consideration as may be approved by the Administrator from time to time to the extent permitted by Applicable Law, or (iv) by any
combination thereof. Notwithstanding the foregoing, the above procedures will be subject to compliance with the applicable regulations under FEMA.
3. Eligibility. Notwithstanding the provisions of the Plan, Options in the form of Shares may be granted only to Employees in India. Consultants resident
in India shall not be eligible to receive Options under this Appendix B.
Options may be granted to Employees in accordance with the terms of the Plan and this Appendix B to the Plan as the Administrator deems
appropriate. The number of Shares that may be granted subject to Options under the Plan and this Appendix B to an individual Employee of the Indian
Subsidiary shall not exceed the number of Shares authorized under the Plan. The number of Shares currently authorized under the Plan is 56,065,865 (subject to
adjustment as provided in Section 14(a) of the Plan). These Shares are not specifically reserved for Employees in India and may be allocated to Employees in
other countries, if the Company decides to do so in keeping with the terms of the U.S. Plan In determining which Employees may be granted Options and for
determining the quantum of Options to be granted, the Administrator will take into account whether Options will provide additional incentive to Employees,
whether such Options will promote the success of the Company’s business, the potential for future contribution to the Company and the Indian Subsidiary,
integrity, number of employment years and any other factor(s) as deemed appropriate by the Administrator
4. Exercise Price. The per share exercise price for the Shares to be issued upon exercise of an Option will be such price as is determined by the
Administrator in a manner consistent with Section 9(a) of the Plan.
5. Non-Transferability of Options. Unless determined otherwise by the Administrator, Options may not be sold, pledged, assigned, hypothecated,
transferred, or disposed of in any manner other than by will or the laws of descent and distribution, and may be exercised during the lifetime of the Optionee,
only by the Optionee. If the Administrator in its sole discretion makes an Option or Stock Purchase Right transferable, such Option or Stock Purchase Right may
only be transferred pursuant to the provisions of Section 13 of the Plan.
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Source: PMC SIERRA INC, 10-K, March 01, 2007 Powered by Morningstar® Document Research℠