To receive an allocation you needed to be a beneficiary. In terms of the trust deed the following employees could be beneficiaries:
- Full-time permanent employees who were employed by the group on 2 February 2011 who work a 40 hour week or more;
- Full-time permanent employees who started employment in the group between 2 February 2011 and 2 February 2015 who work a 40 hour week or more.
Your allocation depended on your job grade. Promoted and demoted employees’ shares were adjusted to the allocation appropriate to their new grade based on the remaining term of the ESOP.
Some employees were given an enhanced allocation of 15% over and above their initial allocation (up to a maximum of 30%) if they were:
- Employees who had been employees of the group for more than five years on 2 February 2011;
- Employed in the group as pharmacists, and who were registered with the South African Pharmacy Council; and
- South African black employees in the senior managerial levels D, E and F.
ADJUSTMENTS TO SHARE ALLOCATIONS
If you joined after 2 February 2011, then your initial allocation would have been reduced. This means that if you joined the group in January 2014, your allocation would have been for 2014-2018 (four years), rather than for the full seven years of the ESOP.
If you were a beneficiary who left Clicks as a result of retirement, disability or retrenchment you will qualify to receive a portion of your share allocation. The share allocation that you will receive will be reduced depending on the number of years that you were employed in the seven-year period between 2011 and 2018. For instance, if you were a beneficiary from 2011 to 2013 (two years), you would be entitled to receive 2/7 of the ESOP shares that you were initially allocated.
If you were a beneficiary who left Clicks as a result of resignation, but you participated in the scheme for three ESOP years or more, you will qualify to receive a portion of your initial allocation. In this case, your allocation will depend on the number of years that you were a beneficiary, with a penalty determined in terms of the trust deed.
|Employee leaving after year from effective date||Penalty for leaving before end of Scheme|
WHAT OPTIONS ARE AVAILABLE TO YOU?
Beneficiaries will be given two opportunities to decide what they would like to do with their ESOP shares, one in February 2018 and again in February 2019. You must make a decision (an election) in October/November 2017.
Investec is working for the trust to ensure that your decision is implemented,
THESE ARE THE OPTIONS THAT ARE AVAILABLE TO YOU:
- Sell all your shares and receive cash. The cash value that you receive is calculated according to a formula, and it depends on the share price at which the shares are sold (the share price changes from minute to minute, so this can be difficult to predict). You will receive the amount of money calculated in terms of this formula minus the tax that you must pay and the costs that are incurred in selling the shares.
- Receive all your shares. Even if you receive shares instead of cash, you will have to pay tax. If you decide to keep all of the shares that you are entitled to, then you will have to pay the tax out of your own pocket. This means that you will have to pay the value of the tax that you owe directly to SARS
- Sell a portion of your shares to pay tax, keep the rest of the shares. With this option, rather than you having to pay cash for the tax that you owe on your shares, you will sell some of your shares and use the money that you get from this sale of shares to pay the tax that you owe.
If you choose option 2 or 3 you must appoint your own stockbroker. Your bank should offer this service.
THE ELECTION PROCESS
- Investec, which administers the ESOP and manages the ESOP website, will send the election communication to you via e-mail and/or SMS to the e-mail address or cell phone number Investec has on record.
- You will have the option of making your election either on the ESOP website OR via uSSD code. The USSD code is a number that you can dial to select various options, similar to the code you use with your mobile service provider or with your bank, e.g. *123#.
HOW YOUR ESOP SHARES ARE PERFORMING
The ESOP share site has an accurate, up to the minute estimate of the current value of your allocation. This changes all the time, with the change in the Clicks Group Limited share price on the Johannesburg Stock Exchange.
Remember that the value that is quoted on the website does not take into account the tax that you will have to pay or the costs that will be deducted from the amount that is ultimately payable to you.