Share Options and Share Plans by theleopardus

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									Share Options and Share Plans



The Company has the following share options and share plans:

1      2000 Stock Incentive Plan and additional options granted outside 2000 Stock Incentive Plan (the “Pre-IPO ESOS Plan”);
2      Biosensors Employee Share Option Scheme 2004 (the “2004 ESOS Plan”); and
3      Biosensors Performance Share Plan (the “Biosensors PSP”).


All share options and share plans are administered by the Compensation Committee (the “Committee”) which comprises of the
following members:

Douglas R. Hillier (Chairman)
Horn Kee Leong
Kristen M. Onken


1      Pre-IPO ESOS Plan
       The Pre-IPO ESOS Plan, which was approved on 28 April 2000, was terminated at the shareholders’ Special General Meeting
       (“SGM”) held on 28 January 2005 following the listing of the Company’s shares on the Singapore Exchange Securities Trading
       Limited (“SGX-ST”). However, share options granted and accepted prior to its termination will continue to be valid and be
       subjected to the terms and conditions of the Pre-IPO ESOS Plan.


2      2004 ESOS Plan
       The 2004 ESOS Plan was approved at the SGM on 28 January 2005 and took effect on 20 May 2005.

       Under the terms of the 2004 ESOS Plan, the Committee may make offers of the grant of options to:
       i) Employees including Group Executive Directors (as defined in the 2004 ESOS Plan) which may be exercisable during an option
          exercise period commencing in the case of market price option, after the first anniversary of the date of grant and expiring on
          the tenth anniversary of its date of grant; and

       ii) Non-Executive Directors (as defined in the 2004 ESOS Plan) which may be exercisable during an option exercise period
          commencing in the case of market price option, after the first anniversary of the date of grant and expiring on the fifth
          anniversary of its date of grant,


       provided that in the case of an option set at a discount to the market price, the option may not be exercisable before the second
       anniversary of the date of grant.


       The subscription price for each share in respect of which an option is exercisable shall be the average of the last dealt prices of
       the shares as published by the SGX-ST for the five consecutive market days immediately preceding the date of grant, converted
       to US dollars based on the average exchange rate for the same period, rounded up to the nearest whole cent.


       During the financial year, the Company did not issue any options set at a discount to the market price.




                                                                                                               45 Share Options and Share Plans
                                                                                         Biosensors International Group, Ltd Annual Report 07/08
Share Options and Share Plans



3       Biosensors PSP
        The Company has also adopted a performance share plan known as Biosensors Performance Share Plan on 27 May 2006.


        The plan allows the Company to target specific performance objectives for its senior executives and key management and provide
        an incentive for them to achieve these targets. Therefore it increases the Company’s flexibility and effectiveness in its continuing
        efforts to reward, retain and motivate its senior executives and key management to achieve superior performance and further
        strengthen the Company’s competitiveness in attracting and retaining superior local and foreign talent.


        Under the terms of the Biosensors PSP, awards of fully paid-up shares will be granted, free of payment, to selected senior executives
        and key management of the Company and its subsidiaries, including executive directors with performance targets to be set over
        a performance period (typically a three year period). Subject to the achievement of the prescribed performance targets and upon
        expiry of the prescribed performance period, fully-paid shares free of charge will be allotted and issued.


        The total number of new shares which may be issued pursuant to awards granted under the Biosensors PSP, when added to the
        number of options granted under 2004 ESOS Plan shall not exceed fifteen (15) per cent. of the total issued share capital of the
        Company on the day preceding the relevant date of award.


        The Biosensors PSP shall continue in force at the discretion of the Committee, subject to a maximum period of ten (10) years
        commencing from 27 May 2006, provided always that the Biosensors PSP may continue beyond 10-year period with the
        approval of the shareholders by ordinary resolution in general meeting and of any relevant authorities which may then be
        required. Notwithstanding the expiry or termination of the Biosensors PSP, any awards made to employees prior to such expiry
        or termination will continue to remain valid.


        During the financial year, the Company did not issue any shares under the Biosensors PSP.




46 Share Options and Share Plans
Biosensors International Group, Ltd Annual Report 07/08
Unissued shares under options
As at 31 March 2008, details of the options granted under the Pre-IPO ESOS Plan on the unissued ordinary shares of par value
1
/150 US cent each are as follows:
Exercise Price (US$)   Total options granted        Total options exercised            Total options lapsed         Total options outstanding

0.0002                               7,036,450                (4,848,950)                      (2,187,500)                                  –
0.0022                              12,057,500               (12,057,500)                                –                                  –
0.0028                              10,869,000               (10,423,600)                        (445,400)                                  –
0.0600                               5,363,200                (4,736,550)                        (626,650)                                  –
0.0684                               1,959,050                  (731,000)                                –                          1,228,050
0.0724                               1,754,750                  (832,243)                        (277,150)                            645,357
0.0902                          78,235,750                   (59,853,900)                      (7,866,000)                        10,515,850
0.0926                           2,079,900                    (2,079,900)                                –                                 –
0.1092                          37,863,200                   (27,215,065)                      (3,411,900)                         7,236,235
0.2694                             500,000                      (400,000)                                –                           100,000
0.3600                          33,430,000                   (10,678,500)                      (3,287,500)                        19,464,000
Total                          191,148,800                  (133,857,208)                     (18,102,100)                        39,189,492


As at 31 March 2008, details of the options granted under the 2004 ESOS Plan on the unissued ordinary shares of par value 1/150 US cent
each are as follows:
                               Exercise Price         Total options           Total options            Total options             Total options
Date of Grant                           (US$)              granted               exercised                    lapsed              outstanding

01.04.2006                             0.7000           8,063,000                        –               (3,086,000)               4,977,000
23.06.2006                             0.4900           1,150,000                        –               (1,100,000)                  50,000
28.08.2006                             0.5900           2,020,000                        –                  (20,000)               2,000,000
03.10.2006                             0.5500           5,500,000                        –                        –                5,500,000
23.11.2006                             0.5500             502,000                        –                        –                  502,000
14.03.2007                             0.5200              50,000                        –                        –                   50,000
11.04.2007                             0.5400          13,041,000                        –               (4,515,081)               8,525,919
26.04.2007                             0.5200             350,000                        –                        –                  350,000
20.06.2007                             0.6500             322,000                        –                  (59,750)                 262,250
01.07.2007                             0.6300              50,000                        –                        –                   50,000
15.11.2007                             0.5800           3,967,000                        –                  (24,000)               3,943,000
06.12.2007                             0.5000             500,000                        –                        –                  500,000
15.01.2008                             0.6600             200,000                        –                        –                  200,000
28.02.2008                             0.6100           6,000,000                        –                        –                6,000,000
Total                                                  41,715,000                        –               (8,804,831)              32,910,169




                                                                                                                47 Share Options and Share Plans
                                                                                          Biosensors International Group, Ltd Annual Report 07/08
Share Options and Share Plans



Details of options granted under Pre-IPO ESOS Plan
Since the commencement of the Pre-IPO ESOS Plan to the end of the financial year, the number of options granted to directors of the
Company and controlling shareholder and a participant who received 5% or more of the total number of options available under the
Pre-IPO ESOS Plan is as follows:
                                                               Aggregate options           Aggregate options
                                                                     granted since             exercised since
                                        Options            commencement of the         commencement of the          Aggregate options
                                 granted during              Pre-IPO ESOS Plan to        Pre-IPO ESOS Plan to     outstanding as at the
Name of participants           the financial year         the end of financial year   the end of financial year    end of financial year

Share options to
 subscribe for ordinary
 shares of par value
 1
   /150 US cent each
Directors
Yoh-Chie Lu                                     –                     22,450,100                  15,450,100                 7,000,000
Douglas R. Hillier                              –                      1,750,000                   1,000,000                   750,000
Satoshi Negishi                                 –                      3,571,550                   3,421,550                   150,000
Consultant
Dr. Eberhard Grube                              –                     10,000,000                  10,000,000                          –


Details of options granted under 2004 ESOS Plan
During the financial year, the Company granted 24,430,000 (2007: 17,285,000) options to directors and employees. The number of options
granted to directors of the Company and controlling shareholder under the 2004 ESOS Plan is as follow:
                                                               Aggregate options           Aggregate options
                                                                     granted since             exercised since
                                        Options            commencement of the         commencement of the          Aggregate options
                                 granted during                 2004 ESOS Plan to           2004 ESOS Plan to     outstanding as at the
Name of participants           the financial year         the end of financial year   the end of financial year    end of financial year

Share options to
 subscribe for ordinary
 shares of par value
 1
   /150 US cent each
Directors
Yoh-Chie Lu                                   –                          600,000                             –                 600,000
R. Michael Kleine                     6,000,000                        6,000,000                             –               6,000,000
Kee Lock Chua                                 –                        5,150,000                             –               5,150,000
Douglas R. Hillier                       70,000                          270,000                             –                 270,000
Horn Kee Leong                           20,000                           95,000                             –                  95,000
Peter V. Huggler                         90,000                           90,000                             –                  90,000
Kristen M. Onken                        100,000                          100,000                             –                 100,000
Mark A. Wan                              90,000                           90,000                             –                  90,000




48 Share Options and Share Plans
Biosensors International Group, Ltd Annual Report 07/08
There are no options granted to any participant who received 5% or more of the total number of options available under 2004 ESOS
Plan.


Subsequent to the financial year end, options in respect of an aggregate of 13,590,000 shares have been granted under the 2004 ESOS
Plan to 59 employees and 90,000 options to 1 non-executive director of the Company. The following table sets out the details of the
options that have been granted under the 2004 ESOS Plan to directors of the Company:

Share options to subscribe for ordinary shares of par value 1/150 US cent each               Number of Options granted on 2 May 2008

Directors
R. Michael Kleine                                                                                                               2,000,000
Kee Lock Chua                                                                                                                   1,000,000
Satoshi Negishi                                                                                                                   250,000
Seow Juan Low                                                                                                                      90,000


Further information on the Pre-IPO ESOS Plan and 2004 ESOS Plan are disclosed in Note 28 of the Notes to the Financial Statements.




                                                                                                             49 Share Options and Share Plans
                                                                                       Biosensors International Group, Ltd Annual Report 07/08

								
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