Regulation 5 Amendments to the principal Regulations

After regulation 4 there shall be inserted–

“Special conditions for single company plans

4A

(1)

A single company plan is a plan in respect of which the following conditions must also be fulfilled–

(a)

that only one company (“the designated company”) is designated by the plan manager for the purposes of the plan at any time;

(b)

that, before accepting any subscriptions to the plan or the transfer of any shares to be held under the plan in his name or that of his nominee, the plan manager has notified the Board of his intention to manage single company plans;

(c)

that within 42 days after receipt by the plan manager of either–

(i)

any amount of the cash subscription to the plan in any year, or

(ii)

the consideration moneys for the disposal of any shares held under the plan,

the whole or substantially the whole of that amount or, where consideration moneys are received following a disposal, of the cash then held under the plan, shall be invested in ordinary shares or qualifying EC shares in the designated company or in paired shares where one of the bodies corporate is the designated company;

(d)

that where the whole or substantially the whole of that amount or that cash, as the case may be, is not so invested within the period specified in sub-paragraph (c), that amount or that cash shall be transferred to the plan investor together with interest thereon within 14 days after the end of that period.

(2)

Subject to the conditions prescribed by paragraph (3), a single company plan fulfils the condition in regulation 4(1)(c) if the qualifying individual subscribes to it by the transfer to the plan manager, or a nominee for the plan manager, of shares in the designated company which the qualifying individual has exercised the right to acquire, or which have been appropriated to the qualifying individual, in accordance with the provisions of a savings-related share option scheme or an approved profit-sharing scheme.

(3)

The conditions prescribed by this paragraph are–

(a)

in relation to shares which the individual has exercised his right to acquire in accordance with the provisions of a savings-related share option scheme, that the shares are transferred to the plan manager or his nominee before the expiry of the period of 90 days following the exercise of that right;

(b)

in relation to shares appropriated to the individual in accordance with the provisions of an approved profit-sharing scheme, that the shares are transferred to the plan manager or his nominee before the expiry of the period of 90 days following the date when the individual directed the trustees to transfer the ownership of the shares to him or, if earlier, the release date in relation to the shares;

(c)

that the aggregate market value at the date of transfer of any shares transferred to the plan manager or his nominee in accordance with sub-paragraph (a) or (b), any sum payable on such application as is referred to in regulation 4(2A)(a), any sum payable for such an allotment or allocation as is referred to in regulation 4(2A)(b) and the individual’s cash subscription to the plan do not together exceed one half of the subscription limit in any year.

(4)

The provisions of these Regulations apply in all other respects, but with any necessary modifications, to single company plans in the same way as they apply to general plans.”