This excerpt taken from the BP 20-F filed Mar 4, 2008.
Schedule 2
Restricted Cash
Units
1
Rules
The rules of the BP p.l.c. Deferred Annual Bonus Plan 2005 (“Plan”) will apply to grants made under this Schedule 2, as modified by the terms of this Schedule 2.
2
Definitions
“Restricted Cash Units” means a conditional
entitlement to an award of cash as described in paragraph 3 of this Schedule 2;
“Unrestricted Cash Units” means an unconditional
entitlement to an award of cash as described in paragraph 6 of this Schedule 2.
3
Cash Awards
Restricted Share Units will
be referred to for the purposes of this Schedule as Restricted Cash Units. Any
Restricted Cash Units granted under this Schedule 2 will give Participants a
right to receive a cash sum only. In addition, any dividend equivalents under
rule 3.3 of the Plan will be paid in cash only. No shares may be transferred
in satisfaction of grants under this Schedule 2 and references to Restricted
Share Units and Awards shall
be construed
accordingly.
4
No rights as shareholders
As a result only of their participation under this Schedule 2, Participants will have no rights as shareholders of the Company and no rights to acquire Shares.
5
Payments of cash
Subject to paragraph 6 of this Schedule, after the end of the Restricted Period for grants made under this Schedule 2 (and once any determinations are made under rule 4.2 of the Plan, if
applicable) the Plan Administrator will determine the number of Shares which would have been comprised in an Award had a grant of Restricted Share Units been made rather than a grant of Restricted Cash Units and shall make a cash payment to the
Participant in accordance with rule 4.5 of the Plan.
6
Grant of Unrestricted Cash Units
6.1
The Plan Administrator may decide at any time after the end of the Restricted Period for grants made under this Schedule 2 (and once any determinations are made under rule 4.2 of the Plan, if
applicable) that a Participant will be granted Unrestricted Cash Units rather than made a cash payment in accordance with paragraph 5 of this Schedule.
6.2
A grant of Unrestricted
Cash Units will represent the number of Shares which would have been comprised
in an Award had a grant of Restricted Share Units been made rather than a
grant of Restricted Cash Units. Unrestricted Cash Units will give Participants
a right to
receive a cash sum only.
6.3
Where a dividend is paid on a Share, the Plan Administrator may, in his absolute discretion, adjust the number of Unrestricted Cash Units held by a Participant or take any other such action which
it deems appropriate.
A Participant may at any time direct the Company to make him a cash payment in respect of all or part of his Unrestricted Cash Units. The direction will be in such form as the Company may decide.
The payment will be made as soon as practicable after receipt of the direction.
6.5
The cash payment to be made under paragraph 6.4 of this Schedule will be calculated by multiplying the number of Unrestricted Cash Units in respect of which the direction is made by the Market
Value of a Share on a date to be determined by the Plan Administrator on the basis of one Share for each Unrestricted Cash Unit.
6.6
The Plan Administrator may determine a minimum number of Unrestricted Cash Units that a direction may be made in respect of.
6.7
Where a Participant ceases to be employed by a Member of the Group, he shall be treated as having made a direction as set out in paragraph 6.4 on the date on which he ceases to be an
employee.
6.8
Rule 4.7 of the Plan will apply in relation to any payments made under paragraph 6 of this Schedule.
6.9
References to “Market Value” in this paragraph 6 has the same meaning as set out in rule 4.5 of the Plan.
