Share Issue. Provided you are still engaged hereunder and no notice of termination has been given by either party we have agreed that you will ascribe (pound)6,500 of your annual fee, each year, to the subscription for (pound)6,500 worth of ordinary shares in the Company per annum. The value of the shares at the point of subscription is to be calculated at the average quoted share price over the preceding calendar year. In the event that during the relevant calendar year, there shall have been any subdivision, consolidation, conversion, issue by way of capitalisation of profits or reserves, rights issue, capital distribution or other reorganisation in respect of the ordinary share capital of the Company, then the average share price for such year for the purposes of this Clause 3 shall be referred to the Company's auditors who (acting as experts not arbitrators) shall in their reasonable discretion determine such average price in such circumstances. The shares will be issued to you on or before the last working day of each calendar year. In the event of a Company re-organisation or amalgamation you will be issued with a corresponding category of shares in the new entity. In the event of termination of this Agreement for whatsoever reason the entitlement to receive further shares will cease immediately upon notice of termination having been given by either party.
Appears in 2 contracts
Sources: Non Executive Director Agreement (Ebookers PLC), Non Executive Director Agreement (Ebookers PLC)