Vtech 2006 Annual Report Download - page 50

VTech Holdings Ltd Annual Report 2006 47
17 Share Capital, Share Options and Warrants
Share Capital
2006 2005
US$ million US$ million
Authorised
Ordinary shares:
400,000,000 (2005: 400,000,000) of US$0.05 each 20.0 20.0
2006 2006 2005 2005
No. of shares US$ million No. of shares US$ million
Issued and fully paid
Ordinary shares of US$0.05 each:
Balance as at 1st April 225,627,133 11.3 225,527,133 11.3
Issued shares upon exercise of share options 10,146,000 0.5 100,000 –
Issued shares upon exercise of warrants 3,000,000 0.1 ––
Balance as at 31st March 238,773,133 11.9 225,627,133 11.3
Note: Subsequent to the balance sheet date and up to 21st June 2006, the issued and fully paid share capital of the Company was increased to 238,908,133
ordinary shares upon the exercise of 135,000 share options since April 2006.
Share Options
Pursuant to the share option scheme adopted on
10th August 2001 (the “2001 Scheme”), the directors are
authorised, at any time during the 10 years from the date of
approval of the 2001 Scheme, to grant options to certain
employees of the Company or subsidiaries of the Group,
including executive directors (but excluding non-executive
directors) to subscribe for shares in the Company at prices to
be determined by the directors in accordance with the terms
of the 2001 Scheme.
Pursuant to Chapter 17 of the Listing Rules, the Company
can issue options so that the number of shares that may be
issued upon exercise of all options to be granted under the
schemes does not in aggregate exceed 10% of the relevant
class of shares in issue from time to time. The Company may
renew this limit at any time, subject to shareholders’
approval and the issue of a circular. The Company may also
seek separate shareholders’ approval for granting options
beyond the 10% limit to eligible employees specifically
identified by the Company, subject to shareholders’ approval
and the issue of a circular. The Company can issue options
so that shares to be issued upon exercise of all outstanding
options does not exceed 30% of the relevant class of shares
in issue from time to time. The maximum entitlement for any
one eligible employee is that the total number of shares
issued and to be issued upon exercise of options granted
and to be granted in any 12-month period up to the date of
the last grant does not exceed 1% of the relevant class of
shares in issue. The Company can grant further options in
excess of this limit, subject to shareholders’ approval (with
that eligible employee and his associates abstaining from
voting) and the issue of a circular. The offer of a grant of
options may be accepted within 30 days from the date of
offer, upon payment of a non-refundable sum of HK$1.0 by
the grantee. The 2001 Scheme has a life of 10 years and will
expire on 9th August 2011.
Pursuant to the Listing Rules, the subscription price payable
for each share under the 2001 Scheme shall be at least the
highest of (i) the closing price of the shares as stated in the
daily quotation sheets of the Hong Kong Stock Exchange on
the date on which an offer is made, which must be a
business day; and (ii) the average closing price of the shares
as stated in the daily quotation sheets of the Hong Kong
Stock Exchange for the five business days immediately
preceding the date on which an offer is made; and (iii) the
par value of the shares. The closing price of the Company’s
shares traded on the Hong Kong Stock Exchange on 11th
August 2005 was HK$19.50 per share, being the date
immediately before the date on which the relevant options
were granted.