Nature and Purpose of the Meeting
The Nomination and Remuneration Committee (NRC) meeting was held to approve matters related to the Spacenet Employee Stock Option Scheme 2021. The meeting specifically addressed:
- Re-grant of lapsed/forfeited Employee Stock Options
- Allotment of Equity Shares pursuant to exercise of vested Options
Details of Resolutions Passed
Re-grant of Employee Stock Options:
- Approved re-grant of 6,02,500 (Six Lakh Two Thousand Five Hundred) Employee Stock Options
- Options convertible into equal number of Equity Shares of face value ₹1 each
- Exercise price: ₹1 per Option
- Granted to four eligible employees
- Options were re-granted from the pool of lapsed/forfeited Options (37,500 lapsed + 5,65,000 forfeited = 6,02,500 total)
- Re-grant does not increase the overall Scheme ceiling
Allotment of Equity Shares:
- Approved allotment of 6,04,500 (Six Lakh Four Thousand Five Hundred) fully paid-up Equity Shares
- Face value: ₹1 per share
- Exercise price: ₹1 per Equity Share
- Allotted to eligible employees who validly exercised their vested Employee Stock Options
- Distinctive share numbers: 56,77,35,737 to 56,83,40,236
Financial Impact
- Total capital raised: ₹6,04,500 (6,04,500 shares × ₹1 exercise price)
- No premium per share
- Total issued shares after this issue: 56,83,40,236 (Fifty-Six Crore Eighty-Three Lakh Forty Thousand Two Hundred Thirty-Six) Equity Shares
- Total issued share capital after this issue: ₹56,83,40,236 divided into 56,83,40,236 Equity Shares of ₹1 each
Timing of the Meeting
- Meeting commenced at: 11:00 A.M. (IST)
- Meeting concluded at: 11:40 A.M. (IST)
- Total duration: 40 minutes
Compliance References
- Disclosure made under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- Reference to Regulation 10(c) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
- Scheme is in terms of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
- NSE granted in-principle approval vide Ref. NSE/LIST/29589 dated 28th January, 2022 for up to 1,00,00,000 Equity Shares under the Scheme
Significant Terms of ESOP Scheme
- Acceptance of Grant: Must be on or before "Closing Date" (not more than 60 days from date of Grant)
- Minimum Vesting Period: 1 year from date of Grants
- Vesting schedule over 4 years:
- End of one year: 60% of options granted
- End of two years: 15% of options granted
- End of three years: 15% of options granted
- End of four years: 10% of options granted
- No amount payable at time of grant of options
- Each Option entitles holder to apply for one Equity Share of ₹1 face value
- Options must be exercised within six months from respective date of vesting
- Shares arising from exercise shall not be locked-in
Additional Material Disclosures
- Shares are being credited in dematerialized form (no share certificate numbers applicable)
- No lock-in restrictions on the allotted shares
- Allotted shares are identical in all respects to existing shares and rank pari passu
- Listing fees payable as applicable per NSE requirements