Syngenta AG (SYT)

Compensation expense

The compensation expense charge in the income statement is measured indirectly by reference to the fair value of the equity instruments granted as follows:

The weighted average fair value of options granted during the year was CHF 26.8 per option (2004: CHF 22; 2003: CHF 17). Options were exercised throughout the year. The weighted average share price at exercise was CHF 132.5 (2004: CHF 106; 2003: CHF 81).

The total intrinsic value of options exercised during the year was US$29.8 million (2004: US$9.6 million; 2003: US$0.1 million). The total fair value of shares which vested during the year was US$7 million (2004: US$5 million; 2003: US$3 million).

At the grant date, the estimated fair value of the benefit to the employees in respect of the shares granted under the Deferred Share Plan was CHF 232.6 (2004: CHF 178.6; 2003: CHF 119.4), which is twice the share price at the date of grant adjusted for the absence of dividend during the vesting period. At the grant date, the estimated fair value of the benefit to the employees in respect of each share granted in the Employee Share Purchase Plan was CHF 71.10 (2004: CHF 58.60; 2003: CHF 37.90), which is equal to 50% of the share price at the date of grant, and the estimated fair value of the benefit to the employees in respect of each ADS granted was US$7.20, which is equal to 33.3% of the ADS price at the date of grant.

Cash received from option exercises under both the Syngenta Long-Term Incentive Plan (stock options) and the Employee Share Option Savings Plan was US$57 million (2004: US$29 million; 2003: US$1 million). Cash received by way of subscription for shares under the Employee Share Purchase Plans and UK Share Incentive Plan was US$7 million (2004: US$3 million; 2003: US$3 million). Syngenta has a policy of utilizing Treasury shares to satisfy share option exercises and to meet share subscriptions and entitlements because Syngenta still holds sufficient Treasury shares. Syngenta does not expect to make purchases of its own shares on the open market in the next year as a consequence of the existence of these share-based payment schemes.

The compensation expense charge in the income statement is measured indirectly by reference to the fair value of the equity instruments granted as follows:

The weighted average fair value of options granted during the year was CHF 22 per option (2003: CHF 17; 2002: CHF 30). Options were exercised throughout the year. The weighted average share price at exercise was CHF 106 (2003: CHF 81).

At the grant date, the estimated fair value of the shares granted under the Deferred Share Plan was CHF 178.6 (2003: CHF 119.4) which is twice the share price at the date of grant. At the grant date, the estimated fair value of each share granted in the Employee Share Purchase Plan was CHF 58.6 (2002: CHF 37.9; 2003: CHF 43.3), which is equal to 50% of the share price at the date of grant.

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