| Thu 22 Dec 2011, 17:05 | | AEG - Aveng Limited - Acceptance of awards by directors in terms of the |
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AEG
AEG
AEG - Aveng Limited - Acceptance of awards by directors in terms of the
Forfeitable Share Plan and Share Appreciation Rights Scheme
AVENG LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1944/018119/06)
ISIN: ZAE000111829
SHARE CODE: AEG
("Aveng" or "the Group")
Acceptance of awards by directors in terms of the Forfeitable Share Plan and
Share Appreciation Rights Scheme
The Long Term Incentive schemes, being the Forfeitable Share Plan and Share
Appreciation Rights Scheme ("the Schemes") as approved at the company`s October
2011 Annual General meeting, have been implemented. On 14 December 2011 the
first awards were made in terms of the rules of the Schemes.
The details of the Schemes were included in the 2011 Integrated Report. A
summary of each scheme is included below for information purposes:
Share Appreciation Rights Scheme ("the Scheme")
The purpose of this Scheme is to provide senior executives and other nominated
individuals with the opportunity to benefit from any increase in the value of a
specified number of Share Appreciation Rights (SAR`s) over a five year period.
The grant of share appreciation rights (SARs) is recommended by the Aveng Chief
Executive Officer and approved by the Remuneration and Nomination Committee of
the Board of Aveng Limited ("the Company").
Performance conditions, which must be met in order for the SAR to vest, were
approved by the Remuneration and Nomination Committee. One third of the SAR`s
awarded will vest on the third anniversary of the award, provided the
performance conditions have been fulfilled. The next third vests on the fourth
anniversary, and the final third vests on the fifth anniversary following the
award.
Once the SARs vest and the performance conditions have been met, the
participants are entitled to exercise the SARs and may benefit from any
appreciation in the SAR, the value of which is linked to the Aveng Limited
ruling share price. Following the exercise of the SARs, any benefit will accrue
to the participant in cash. The participant has no right to receive any shares
in the Company upon the exercise of the SARs by virtue of participation in this
scheme. The maximum number of SARS that can be allocated to any individual, in
terms of the rules of the Scheme is 982 503.
Share Appreciation Rights awarded to and accepted by Directors and Subsidiary
Directors:
Employee Name Employer Company Acceptance Award Share Appreciation
Date Price Rights
Roger Jardine Aveng Limited 19 December R 33.75 189,000
2011
Kobus Verster Aveng Limited 19 December R 33.75 111,000
2011
Juba Mashaba Aveng Limited 19 December R 33.75 90,000
2011
David Mc Connell Dowell 19 December R 33.75 121,143
Robinson Corporation 2011
Solly Aveng (Africa) 19 December R 33.75 102,000
Letsoalo Limited 2011
Grahame Aveng (Africa) 19 December R 33.75 241,000
McCaig Limited 2011
Brian Wilmot Aveng (Africa) 19 December R 33.75 88,000
Limited 2011
Alan van Trident Steel (Pty) 19 December R 33.75 20,000
Rooyen Limited 2011
Nomi Trident Steel (Pty) 19 December R 33.75 19,000
Ntsunguzi Limited 2011
Forfeitable Share Plan ("FSP")
The purpose of the FSP is to provide a small number of senior executives,
including executive directors, with an opportunity to be allocated ordinary
shares in the Company. The scheme rules have been designed to enable the FSP to
be used as either an incentive or a retention mechanism. This particular award
is made for retention purposes.
Schedule 14 of the JSE Limited Listings Requirements ("Schedule 14") sets out
the rules in respect of all schemes involving the issue of shares by companies
to, or for the benefit of, its employees and other persons involved in the
business of such companies or the group. Schedule 14 will in this instance not
apply to the FSP as awards made under the scheme are settled by way of acquiring
shares from third parties on the open market. No new shares will be issued by
the Company to any participant.
The allocation of Forfeitable Shares is at the sole discretion of the
Remuneration and Nomination Committee of the Board of Aveng Limited.
Shares acquired in terms of the approved scheme are held in escrow by an escrow
agent for the benefit of the participant. The shares may not be disposed of or
otherwise encumbered until the vesting condition has been satisfied, except in
the event of death of a participant in which instance a pro rate proportion of
the shares will vest.
Upon vesting, the shares will be released by the escrow agent and delivered to
the participant. Save for the right to transfer shares, the participant shall,
from the settlement date, have all other shareholder rights including the right
to dividends and voting in respect of the Forfeitable Shares.
The maximum number of Forfeitable Shares that can be allocated to any
individual, in terms of the rules of the FSP is 786 002. Forfeitable Shares
awarded to and accepted by Directors and Subsidiary Directors:
Employee Name Employer Company Acceptance Forfeitable Shares
Date
Roger Jardine Aveng Limited 19 December 220,460
2011
Kobus Verster Aveng Limited 19 December 111,111
2011
Juba Mashaba Aveng Limited 19 December 89,661
2011
David Robinson Mc Connell Dowell 19 December 149,689
Corporation 2011
Solly Letsoalo Aveng (Africa) Limited 19 December 102,021
2011
Brian Wilmot Aveng (Africa) Limited 19 December 87,618
2011
Hercu Aucamp Trident Steel (Pty) 19 December 85,185
Limited 2011
The necessary clearance in terms of paragraph 3.66 of the JSE Listings
Requirements has been obtained.
22 December 2011
Sponsor: J.P. Morgan Equities Limited
Date: 22/12/2011 17:05:01 Produced by the JSE SENS Department.
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