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                                    Directors%u2019 ReportESR Group Limited Annual Report 202491STRATEGIC REPORTSFINANCIAL STATEMENTSCORPORATE GOVERNANCE(vi)Period within which the securities must be taken up under an optionAn option shall lapse automatically (to the extent not already exercised and subject always to the terms and conditions upon which the option was granted) on the earliest of:(a)the tenth anniversary of the date of grant;(b)the expiry of three months from the date on which the participant ceases to be an Eligible Person;(c)If the participant ceases to be an employee by reason of his death, the options may be exercised by his personal representatives within twelve months from the date of death. If the participant ceases to be an employee by reason of his injury, ill-health or disability, the options may be exercised, to the extent it is vested, within six months from the date of cessation of employment. (%u201cRights on Death, Retirement, Injury and Disability%u201d)(d)If a participant%u2019s employment with the Company or any member of the Group is terminated by way of: (a) his voluntary resignation within three months from the date of grant; (b) fundamental breach of his employment agreement or a material breach of his non-disclosure undertaking; or (c) his serious misconduct, the option will lapse and cease to be exercisable immediately. If a participant ceases to be employed by the Company by reason of redundancy or dismissal other than by summary dismissal, the option may be exercised to the extent that it is vested within three months from the date of cessation of employment. (%u201cEffect of Dismissal or Ceasing Employment%u201d)(e)the date on which a participant ceases to be an Eligible Person in any circumstances other than those referred to in %u201cRights on Death, Retirement, Injury, Disability%u201d and %u201cEffect of Dismissal or Ceasing Employment%u201d above;(f)If a notice is given by the Company to its shareholders to convene a general meeting for the purposes of considering or approving a resolution to voluntarily wind-up the Company, to the extent that an option is vested, it may be exercised at any time to the extent that it is vested, before the relevant resolution has been passed or defeated or the meeting adjourned indefinitely, conditionally on the resolution being passed. If the Company is wound up by the court, to the extent that an option is vested and permissible by law, it may be exercised within one month of the winding-up order and will then lapse. This subclause does not apply if the winding-up is for the purpose of a reconstruction or amalgamation. (%u201cRights on Winding-up%u201d)(g)subject to the paragraph headed %u201cRights on Winding-Up%u201d above, the passing of an effective resolution for the voluntary winding-up of the Company (except where the winding-up is for the purpose of a reconstruction or amalgamation);(h)subject to the paragraph headed %u201cRights on Winding-Up%u201d above, the expiry of one month following the making of an order by the court for the winding-up of the Company (except where the winding-up is for the purpose of a reconstruction or amalgamation);(i)the participant being declared bankrupt;
                                
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