135 How We Are Governed Financial Statements Shareholders’ Information Additional Information KENANGA GROUP EMPLOYEES' SHARE SCHEME (“ESS” OR “SCHEME”) The Kenanga Group ESS is governed by the by-laws approved by the shareholders of the Bank at an Extraordinary General Meeting held on 25 May 2017. The ESS was implemented on 21 September 2017. It is valid for a period of five (5) years from its commencement date, and is administered by the ESS Committee. The ESS has been extended for another five (5) years from 21 September 2022 to 20 September 2027 in accordance with the provisions of the By-Laws of the ESS. The aggregate maximum number of the shares which may be made available by the Bank under the Scheme shall not in aggregate exceed 10% of the issued share capital of the Bank (excluding treasury shares) at any point in time during the duration of the Scheme. Other principal features of the ESS are as follows: (i) The employees eligible to participate in the ESS must be at least eighteen (18) years of age on the Award date and are employed by, and are on the payroll of the Kenanga Group and are confirmed in service. The ESS applies to the Bank and its non-dormant subsidiary companies. (ii) The entitlement under the ESS for the Executive Directors is subject to the approval of the shareholders in a general meeting and is not prohibited or disallowed by the relevant authorities or laws from participation in the Scheme. The ESS encompasses two (2) primary schemes in the form of Employees' Share Option Scheme (“ESOS”) and Employee Share Grant Plan (“ESGP”). The actual allocation of share options to senior management of the Group over the maximum ESS shares is 35.72% as at 31 December 2021. The actual allocation of share grant to senior management of the Group over the maximum ESS shares is 3.21% as at 31 December 2021. More details of the ESS are as disclosed in Note 54 to the financial statements. ISSUANCE OF SHARES During the financial year, the Bank has increased its share capital from RM246,248,530 as at 31 December 2020 to RM253,833,942 as at 31 December 2021 via issuance of 13,021,200 new ordinary shares amounting to RM7,585,412 to eligible employees who exercised their options under the ESOS and granted for ESGP. BUSINESS REVIEW FOR 2021 The profit before tax (“PBT”) of the Group and the Bank for the financial year ended 31 December 2021 (“FYE21”) are RM148.2 million and RM120.4 million, compared to PBT of RM134.7 million and RM106.9 million respectively in the previous financial year (“FYE20”). The performance of the Group's respective business segments are analysed below: STOCKBROKING Stockbroking division achieved PBT of RM86.4 million for FYE21 (FYE20: PBT of RM86.8 million) mainly due to lower brokerage, trading and investment income but partially mitigated by higher net interest income.
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