On 3 October 2008, Company?s Supervisory Board accepted a resolution on the approval of ?Rules of Stock Option Plan for Company?s Managers? (?Regulation?).
The objective Regulation was accepted under resolution no 18/2008, 19/2008 and 20/2008 Annual General Meeting dated on 17 June 2008 in the matter of Motivation Plan for 2008-2011 initiation, in the matter of conditional increase of Quantum software SA share capital and issuance of subscription warrants for Stock Option Plan (?SO Plan?).
SO Plan is directed to the highly qualified personnel, especially key managers of the Company and dependant company?s as well as associated company?s (? Entitled Persons?). The aim of SO Plan is to create motivation system through tying Entitled Persons with Company?s business interests and its stockholders.
Regulation defines detailed principles of the SO Plan, especially conditions of granting them rights to purchase subscription warrants and execution of rights to stocks series D nominal value 0,50 groszy each (?Stocks?). One Warrant entitles to one stock series D subscription on issuance price PLN 1.
SO Plan will be realized through Warrants issuance for Entitled Persons which will be indicated in separate Supervisory Board Resolutions. SO Plan anticipates gratuitous issuance of not more than 44.100 Warrants in three Tranches:
First Tranche ? means first tranche of warrants allocated in 2009 in number of 11.757 ;
Second Tranche ? means second tranche of warrants allocated in 2010 in number of 14.699;
Third Tranche ? means third tranche of warrants allocated in 2011 in number of 17. 644.
Under Company?s CEO petition, the Supervisory Board prepare lit of ?Entitled Persons? in the following deadlines:
- List of Entitled Persons for First Tranche Purchase should be prepared till October 3rd, 2008
- List of Entitled Persons for Second Tranche Purchase should be prepared till July 15th , 2009
- List of Entitled Persons for Third Tranche Purchase should be prepared till July 15th , 2010
Possibility of Warrants purchase from First, Second and Third Tranche will be dependant on particular conditions accepted for individual persons or the Company by the Supervisory Board contained by the Agreement signed between the Company and Entitled Person. Agreements contained regulations from the First, Second and Third Tranche will be signed within 14 days from the date above.
Entitled Persons which purchase rights to warrants under the Supervisory Board resolution can realize the right on warrants, it means they can exercise the rights to purchase stocks.
Entitled Persons, after conditions fulfillment in Regulation and Agreement can purchase Warrants in following deadlines:
- In case of Warrants from First Tranche, purchased on Supervisory Board Resolution undertaken till 15 July 2009 ? deadline since 1st August till 31st October 2009;
- In case of Warrants from First Tranche, purchased on Supervisory Board Resolution undertaken till 15 July 2010 ? deadline since 1st August till 31st October 2010;
- In case of Warrants from First Tranche, purchased on Supervisory Board Resolution undertaken till 15 July 2011 ? deadline since 1st August till 31st October 2011;
The estimated total cost of the stock option plan will be PLN 480,000. The estimated cost for First Tranche will be PLN 40,000 covered in 2008, and PLN 80,000 covered in 2009.