SCHEDULES

SCHEDULE 2Approved share incentive plans

Part 3Eligibility of individuals

Requirement not to participate in other SIPs

18

1

The plan must provide that an individual is not eligible to participate in an award of free, matching or partnership shares under the plan in a tax year if the individual—

F1a

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

b

is at the same time to participate,

in an award of shares under another approved SIP established by the company or a connected company.

2

For the purposes of this paragraph an individual is to be treated as having participated in an award of free shares under a SIP if the individual would have participated in that award but for the individual’s failure to obtain a performance allowance (see paragraph 34).

3

In this paragraph “connected company” means—

a

a company which controls or is controlled by the company or which is controlled by a company which also controls the company, or

b

a company which is a member of a consortium owning the company or which is owned in part by the company as a member of a consortium.