Fraser & Neave Holdings Bhd Annual Report 2021

16. CAPITAL AND RESERVES #CONTINUED$ #C$ SHARE GRANTS UNDER F&NHB SHARE GRANT PLANS The Company has in place share-based remuneration incentive plans, details of which are as follows: (i) The F&NHB Share Grant Plan 2012 (“F&NHB SGP 2012”) established and implemented on 15 March 2012, comprises the F&NHB Restricted Share Plan (“F&NHB RSP 2012”) and Performance Share Plan (“F&NHB PSP”). Under F&NHB SGP 2012, the Company grants a base number of conditional share awards (the “F&NHB Base Awards”) to eligible participants annually. The F&NHB Base Awards represent the right to receive fully paid ordinary shares of the Company, their equivalent cash value or combinations thereof, free of charge, provided that certain prescribed performance conditions are met over the relevant performance periods. The Remuneration Committee, as the administrator of F&NHB SGP 2012, has absolute discretion in granting the F&NHB Base Awards. Under F&NHB SGP 2012, the Remuneration Committee has determined the performance period to be two years and the vesting period to be over three years. Depending on the level of achievement of the pre-determined targets over the two-year performance period, an achievement factor will be applied to the relevant F&NHB Base Awards to determine the final number of shares to be awarded at the end of the performance period (the “F&NHB Final Awards”). The first tranche at 50% of the relevant F&NHB Final Awards will be vested to eligible participants after the end of the two-year performance period. The balance will be vested in equal instalments over the next two years. The achievement factor ranges from 0% to 150% for both F&NHB RSP 2012 and F&NHB SGP 2021. Accordingly, the actual number of shares to be awarded could range from 0% to 150% of the initial grant of the F&NHB Base Awards. F&NHB SGP 2012 is due to expire on 14 March 2022, whereupon any F&NHB Final Awards which have yet to be vested (whether fully or partially) shall be deemed to be cancelled and be null and void. The expiry of F&NHB SGP 2012, however, does not a!ect F&NHB Final Awards in respect of shares which are capable of being vested prior and up to 14 March 2022. F&NHB RSP Year 8 Award As the 3 rd tranche of the F&NHB Final Awards of F&NHB RSP Year 8 Award (“F&NHB RSP Year 8 Final Awards”) will only be released at the end of 2022 after the expiry of F&NHB SGP 2012, shares to be released under F&NHB RSP Year 8 Final Awards will be deemed to be cancelled and be null and void. The Company will award shares under F&NHB SGP 2021 to eligible participants equivalent to the number of shares that they would have been entitled to receive had F&NHB SGP 2012 not expired. Shares will be released in accordance with the original vesting schedule at the end of 2022 and will not be subject to any performance period nor any achievement targets. F&NHB RSP Year 9 Award As the 2 nd and 3 rd tranches of the F&NHB Final Awards of F&NHB RSP Year 9 Award (“F&NHB RSP Year 9 Final Awards”) will only be released at the end of 2022 and end of 2023 respectively after the expiry of F&NHB SGP 2012, shares to be released under F&NHB RSP Year 9 Final Awards will be deemed to be cancelled and be null and void. The Company will award shares under F&NHB SGP 2021 to eligible participants equivalent to the number of shares that they would have been entitled to receive had F&NHB SGP 2012 not expired. Shares will be released in accordance with the original vesting schedule at the end of 2022 and end of 2023 respectively and will not be subject to any performance period nor any achievement targets. F&NHB RSP Year 10 Award F&NHB RSP Year 10 Award was not granted at the end of 2020 because the two-year performance period will traverse the expiry of F&NHB SGP 2012 and further, no shares can be released or vested after the two-year performance period as they would have been deemed cancelled. The Company had deferred the grant of F&NHB RSP Year 10 Award from end 2020 to 15 February 2021 post approval of the new F&NHB Share Grant Plan 2021 by shareholders of the Company. Please see note (ii) below. The Remuneration Committee has determined that the performance period for F&NHB RSP Year 10 shall remain at two years. The first tranche of F&NHB shares pursuant to this grant (being 50% of the relevant F&NHB Final Awards) will be vested to participants after the end of the two-year performance period. The balance 50% will be vested in equal instalments over the following two years. F&NHB PSP To date, there were no grants made under the F&NHB PSP. Financial Statements 213 Fraser & Neave Holdings Bhd ! Annual Report 2021