Page 64 - China Mobile Limited - Annual Report 2012

China Mobile Limited
Annual Report 2012
58
Report of Directors
Share Option Schemes
Share option schemes of the Company
Pursuant to a resolution passed at the annual general meeting held on 24 June 2002, a share option scheme (the “Scheme”)
was adopted to replace an old share option scheme adopted on 8 October 1997 (the “Old Scheme”) and the Old Scheme
was terminated. The Scheme shall be valid and effective for a period of 10 years commencing on its adoption date after
which period no further options to subscribe for shares of the Company will be granted. The Scheme ceased to be valid and
effective on 24 June 2012 and accordingly, no further share options will be granted under the Scheme. However, the
provisions of the Scheme shall remain in full force and effect to the extent necessary to give effect to the exercise of any
share options granted under the Scheme prior to the expiry of the 10-year period and which may become thereafter capable
of being exercised under the rules of the Scheme.
As set out in the Company’s circular to shareholders dated 8 April 2002, the purpose of the Scheme is to provide the
Company with a flexible and effective means of remunerating and providing benefits to the executive directors, non-executive
directors and employees of the Company, any of its holding companies and their respective subsidiaries and any entity in
which the Company or any of its subsidiaries holds any equity interest (the “Participants”), thereby incentivizing the
Participants. Under the Scheme, the Board may, at their discretion, invite the Participants to take up options to subscribe for
shares in the Company.
The maximum aggregate number of shares which can be subscribed pursuant to options that are or may be granted under
the Schemes equals to 10% of the total issued share capital of the Company as at the date of adoption of the Scheme.
Options lapsed or cancelled in accordance with the terms of the Old Scheme or the Scheme will not be counted for the
purpose of calculating this 10% limit.
The total number of shares in the Company issued and to be issued upon exercise of the options granted to a Participant
(including both exercised and outstanding options) in any 12-month period must not exceed 1% of the issued share capital
of the Company. The consideration payable for the grant of each option under the Scheme is HK$1.00.
The exercise price of the options granted under the Scheme is determined by the Board at its discretion provided that such
price may not be set below a minimum price which is the highest of:
(i) the nominal value of a share in the company;
(ii) the closing price of the shares in the Company on the Stock Exchange on the date on which the option was granted;
and
(iii) the average closing price of the shares in the Company on the Stock Exchange for the five trading days immediately
preceding the date on which the option was granted.
Under the Scheme, the term of the option is determined by the Board at their discretion, provided that all options must be
exercised within 10 years after the date on which the option is granted.
No share options were granted or cancelled under the Scheme during the year ended 31 December 2012.