ESR AR 2019 EN

Directors’ Report 110 Focused 2. Tier 1 ESOP Below is a summary of the principal terms of the Tier 1 ESOP of the Company. The terms of the Tier 1 ESOP are not subject to the provisions of Chapter 17 of the Listing Rules. (i) Purpose The Tier 1 ESOP is intended to provide our Company with a flexible means of retaining, incentivizing, rewarding, remunerating, compensating and/or providing benefits to selected participants. By aligning the interests of selected participants with those of the Shareholders, participants will be encouraged and motivated to continue their efforts towards enhancing the value of the Company. The options were granted based on the performance of the option holders who have made important contributions to and are important to the long term growth and profitability of the Group. (ii) Selected participants WP OCIM One LLC (“ WP OCIM ”), Laurels Capital Investments Limited (“ Laurels ”), and Redwood Consulting (Cayman) Limited (“ Redwood Consulting ”). (iii) Administration The Board has full authority to administer the Tier 1 ESOP, including authority to interpret and construe any of its provisions and to adopt any regulations and any documents it thinks necessary or appropriate. The Board’s decision on any matter connected with the Tier 1 ESOP will be final and binding on all parties. (iv) Term of the Tier 1 ESOP The Tier 1 ESOP will not be terminated while options are outstanding (v) Classes of shares that may be issued under the Tier 1 ESOP Under the Tier 1 ESOP, ordinary shares may be issued. For the year ended 31 December 2019, a total of 18,452,806 ordinary shares were issued immediately before the completion of the Global Offering on 1 November 2019 under the Tier 1 ESOP. (vi) Maximum number of shares The number of shares which may be issued upon exercise of all outstanding options granted and yet to be exercised under the Tier 1 ESOP at any time shall not exceed 100,068,726 Shares. (vii) Exercise price The Exercise Price is US$0.46 per option. (viii) Straight-line vesting 36.91% of the options (the “ Vested Percentage ”) vested on the date of grant, and the remainder of the options vest daily on a straight line basis until 20 January 2021 (the “ Vesting Period ”). (ix) Conditions of exercise Conditions are attached to the grant of the options to each participant, which contain specific conditions in the event of a default or other leaver event which apply to the particular participant.