SCHEDULES

SCHEDULE 8

Part IV Free shares

Performance allowances: measures and targets

27

(1)

If the plan provides for performance allowances the following requirements must be met with respect to performance measures and performance targets.

(2)

The performance measures used must—

(a)

be based on business results or other objective criteria, and

(b)

be fair and objective measures of the performance of the units to which they are or may be applied.

(3)

The performance targets must be set for performance units comprising one or more employees.

(4)

For the purposes of an award of free shares under the plan an employee must not be a member of more than one performance unit.