ifs Proshare

Share Incentive Plan (SIP)

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Step Action Responsibility
1 Company holds initial discussions internally and with advisors COMPANY
2 Legal advisors report; Recommendations to the Board ADVISORS
3 Board meeting - consider design issues: Free Shares, Partnership shares, matching shares, Divided shares: - if Free Shares, whether performance linked, whether forfeiture by bad leavers - if Matching Shares, whether forfeiture by bad leavers and rate of matching - if Partnership Shares, whether to have accumulation period COMPANY
4 Instructions to legal advisors to proceed COMPANY
5 Appointment of trustees / administrator COMPANY
6 Rules of scheme / trust deed / share agreements drafted by legal advisors. Communications material also drafted. ADVISORS
7 Articles of Association and any Shareholders Agreement reviewed by legal advisors ADVISORS
8 HMRC provisional approval ADVISORS
9 Remuneration Committee approval* ADVISORS
10 Planning of communications campaign and strategy COMPANY
11 Drafting of shareholder circular* COMPANY
12 Board gives final go ahead and determines bases of allocation COMPANY
13 Explanatory booklets and communications material printed COMPANY
14 Shareholder circular printed* COMPANY
15 Shareholder circular and rules of scheme lodged with the Stock Exchange [no later than day of despatch of circular]* COMPANY
16 Shareholder circular mailed* [21 clear days before AGM] COMPANY
17 Final HMRC approval ADVISOR
18 Shareholder meeting to approve* COMPANY
19 Shareholder meeting to approve necessary changes to Articles** COMPANY
20 Setting of initial value of shares [to be agreed with Inland Revenue if private company] COMPANY
21 Invitations issued to eligible employees COMPANY
22 Invitation closing date [normally 14-21 days after invitations issued] COMPANY
23 Ongoing communications COMPANY
24 Company pays contribution to trust for Free / Matching Shares and salary deductions for Partnership Shares COMPANY
25 Trust acquire shares (purchased in Market or newly issued) and allocate to participants TRUSTEE
* = Listed companies only
HBOS Employee Share Solutions