​Requirements relating to a Share Issuance Scheme

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​6.37​Pursuant to paragraph 6.38(1) of the Main LR, the total number of shares to be issued under a Share Issuance Scheme must not exceed 15% of the issued and paid-up capital at any one time. How is this percentage calculated?
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​Where a listed issuer has issued a percentage out of the 15% allowed under paragraph 6.38(1) of the Main LR, for the following issue, the listed issuer would need to deduct from the total issued and paid-up capital, the number of shares already issued and paid for under the Share Issuance Scheme. The result from the deduction would be the new basis for calculating the percentage allowed for the scheme.
​​Illustration:
​​PLC A procured shareholder approval to implement a 5-year Share Issuance Scheme of up to 15% of its issued and paid up capital on 8 January 2009. PLC A has an issued and paid-up capital of RM100 million but arising from a rights issue implemented on 28 February 2009, the enlarged issued and paid-up capital is now RM120 million. In addition, arising from the exercise of all the options offered by PLC A pursuant to the Share Issuance Scheme, as at December 2010, new shares were issued amounting to RM10 million. Pursuant to paragraph 6.38 of the Main LR, what is the number of shares under the Share Issuance Scheme that can be offered by PLC A to its employees in year 2011?
​​Based on this example, the computation of the shares under the Share Issuance Scheme that may be offered by PLC A is as follow:
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 Issued and Paid-Up Capital

8 January 2009

RM100 million

February 2009 (Issuance of new shares arising from rights issue – RM20 million)

RM120 million

December 2010 (Total issuance of shares under the Share Issuance Scheme – RM10 million)

RM130 million
​​Shares under the Share Issuance Scheme that can be offered by PLC A in year 2011:
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​= (15% x RM130 million) LESS shares already issued under the Share Issuance Scheme (i.e. RM10 million)

​​= 9.5 million new shares
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