SCHEDULES

SCHEDULE 21Approved share plans and schemes

Part 2SAYE option schemes

Exercise of options: scheme-related employment ends because of change of control or transfer

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(1)

Paragraph 34 (exercise of options: scheme-related employment ends) is amended as follows.

(2)

In sub-paragraph (2)(a), after “1996” insert “ or ER(NI)O 1996 ”.

(3)

In sub-paragraph (5)—

(a)

for “provide that,” substitute “ make provision about the time when the options may be exercised ”, and

(b)

omit the words following paragraph (b).

(4)

After that sub-paragraph insert—

“(5A)

If the scheme makes provision by virtue of sub-paragraph (5), the provision must be either—

(a)

that the options may be exercised within 6 months after the termination date, or

(b)

that the options may be exercised within 6 months after the date (if any) when P ceases to hold the employment which (before the termination date) was the scheme-related employment for a reason within sub-paragraph (2)(a) or (b).”.