- - - - - - - - Cumulative preferred shares The Stichting Ahold Continuïteit was given an option to acquire cumulative preferred shares up to a total par value that is equal to the total par value of all issued and outstanding common shares, cumulative preferred financing shares and convertible cumulative preferred financing shares. Ahold for its part has the right to place cumulative preferred shares with the Stichting Ahold Continuïteit up to a total par value that is equal to the total par value of all issued and outstanding common shares, cumulative preferred financing shares and convertible cumulative preferred financing shares. Voting members of the board are Messrs. J.J. Slechte (chairman), P.J. van Dun and A.M. Knuist. Messrs. H. de Ruiter and C.H. van der Hoeven are non-voting board members. According to the unanimous opinion of both the Company and the members of the Board of Stichting Ahold Continuïteit, the latter is independent of the Company in the sense of Appendix X to the Listing Regulations issued by the Amsterdam Stock Exchange Association. In accordance with Article 40, subsection 3 of the Articles of Incorporation, the holders of cumulative preferred stock are entitled to a primary dividend. No other preferences are attached to these shares. Option rights Option rights are granted to 820 associates to obtain common shares. The option rights are valid for a term of five years or five to ten years. The exercise of option rights is regulated to facilitate application of Ahold regulations pertaining to the prevention of insider trading. Effective December 1997, the number of option rights granted is dependent on the growth in earnings per share. Starting January 1999, option rights can be exercised after a three year period. They must be exercised at termination of employment. The exercise price will be determined by the closing price of the share on the last day of the fiscal year. Starting January 2000, employees are also allowed to utilize the so called 'out of the money' option rights with higher exercise prices. New shares will be granted for the exercise of the option rights, with a yearly maximum of 1% of the issued shares. Movements in the outstanding option rights are: Beginning of fiscal year Granted Average Exercise price Exercised Average Exercise price End of Cancelled fiscal year Average exercise price C.H. van der Hoeven 5 yr 398,132 108,060 28.83 15,000 9.46 491,192 22.05 10 yr 500,000 8,888 31.37 508,888 30.94 J.G. Andreae 5 yr 303,994 80,377 28.71 57,865 7.58 326,506 23.37 A.M. Meurs 5 yr 284,335 80,054 28.86 28,290 7.58 336,099 23.70 A.S. Noddle 5 yr 172,463 52,401 29.14 37,693 9.46 187,171 25.10 10 yr 181,452 28,195 27.54 209,647 14.84 R.G. Tobin 5 yr 138,336 52,464 29.13 190,800 25.05 10 yr 69,168 26,231 29.13 95,399 25.05 Total Corporate Executive 2,047,880 436,670 28.87 138,848 8.29 - 2,345,702 24.36 Board members Other associates 5 yr 10 yr 11,716,312 4,014,071 4,310,821 997,271 29.17 1,581,288 28.37 192,157 11.75 6,784 14,439,061 24.61 5.77 139,388 4,679,797 19.01 Total number of option rights 17,778,263 5,744,762 29.01 1,912,293 10.90 146,172 21,464,560 23.36 Royal Ahold Annual Report 1999

Jaarverslagen | 1999 | | pagina 85