Grant of Stock Option(Mar. 21, 2003)
2003-03-24On the 21st of March 2003, the Board of Directors of Kookmin Bank approved of, and ratified, granting of options to directors and employees of the Bank for purchasing registered common stocks of the Bank.
1. Purpose of the Grant
The purpose of the grant is to motivate the grantees toward accomplishing business targets, as their performances will be indexed to the exercisable number of options granted.
2. Calculating Stock Options
The number of the stock options was calculated in respect of the number of the stock options previously granted to the relevant positions and titles of the new grantees as to insure that all options are fairly distributed.
3. List of Grantees and the Number of Options
| Name | Position | No. of Shares Granted |
|---|---|---|
| Sungnam Lee | Auditor & Executive Director | 30,000 common shares |
| Moonsoul Chung Sunjin Kim Richard Elliott Lint Kyunghee Yoon Seougwoo Nam Sukyoung Cha Bernard S. Black Kihong Kim Eunjoo Park Cheolsoo Ahn Kyungbae Suh |
Non-Executive Director | 10,000 common shares |
| Sungchul Kim Woojung Lee Seeyoung Lee |
Executive Vice President | 30,000 common shares |
| Wonsuk Oh Sungdae Min Kyunggae Cheong Choulhee Kim Indo Lee Maengsu Yang |
Head of Regional Headquarters | 15,000 common shares |
| Total | 21 persons | 320,000 common shares |
4. Calculating Stock Options for Executive Vice Presidents and Heads of Regional Headquarters
Calculation of the number of stock options granted to Executive Vice Presidents and Heads of Regional Headquarters is based on the average score of the key performance indicators they achieve for three years from the date of their conferment.
Where any grantee resigns or transfers for new assignment before the three year term transpires, the calculation shall be made based upon the resultive average score as of the end of the latest quarter prior to any such event.
Evaluation Method
| Average Score | Calculation of Exercisable Option |
|---|---|
| Less than 60 points | Stock option cancelled. |
| Over 60 butLess than 80 points | - Stock options resulting from multiplying the number of stock options granted by average score exercised. - Options granted = (Number of options granted)×(Average score / 100) |
| Over 80 points | Total number of the granted stock options exercised. |
5. Method of Exercise
TKookmin Bank may choose to grant shares by means of: 1) issuing new shares; 2) granting treasury shares; or 3) granting cash or treasury shares for the difference between the exercise price and the market price.
6. Exercise Price
6.1. i) Auditor & Executive Director and ii) Non-Executive Directors, lined to stock price indices.
Formula
Exercise price = 35,500 Won x (1 + rate of increase for KOSPI banking industry index x 0.4)
Rate of increase for KOSPI banking industry index = (KOSPI banking industry index as of the start of exercise period*-KOSPI banking industry index as of the date of grant) / KOSPI banking industry index as of the date of grant.
* KOSPI banking industry index as of the date of resignation is used in the event any grantee resigns during the course of three years.
Less than 100 Won of the calculated price is to be rounded up. Any negative rate of increase for KOSPI banking industry index is not reflected in the calculation.
6.2. Executive Vice Presidents and the Heads of Regional Headquarters: 35,500 Won
7. Exercise Period
The exercise period is from March 22, 2006 to March 21, 2011.
8. Adjustment of Exercise Price and Options
In the event of any right offering, stock dividend, transfer of reserves to capital, stock split, reverse split, or merger, which require adjustments of the price or the numbers of stock after the option grant date, adjustment shall be made as needed in accordance with the resolutions reached by the Board of Directors for, i.e., number of options and the exercise price.
9. Adjustment Following Resignation
If any grantee resigns or ceases employment with the Bank within three years from the date of grant, the exercisable number of options shall be adjusted according to the full number of calendar days. Less than a single share is rounded down.
Formula
Granted Options x Number of Days Actually Worked / 3 Years
10. Other Information
Pursuant to Article 13 of the Articles of Incorporation, these resolutions by the Board are subject to the approval and ratification at the first Shareholders’ Meeting to be held after this Board of Directors’ resolution.
Any other details not stipulated or referred to in the resolutions shall be governed by the Articles of Incorporation of Kookmin Bank and the option contracts entered into by the Bank and the grantees.