I am tired of your ignorance, but it's so entertaining to watch you continue to dig with a complete lack of self-awareness that I can't help myself. I'm starting to feel a little guilty though as this is like torturing a kitten.
I'll put you out of your misery. I don't think you'll ever get around to this as you're getting further and further off base. I, of course, gave you the right hint at the beginning but you decided to go all corporations act on us trying to raise the intimidation factor but that was instead just stupid.
http://www.saracen.com.au/files/1314/7686/4355/Performance_Rights_Plan.pdf . (refer section 4)
"Listing Rule 7.1 will apply to an issue of performance shares. This rule (subject to certain exceptions) requires security holder approval for issues of securities over a 12 month period in excess of 15% of an entity’s ordinary capital [note: the AGM granted SAS the right to issue up to 25%]. Hence, an issue of performance shares may require security holder approval under that rule, depending on the number of performance shares to be issued, the number of ordinary shares into which they convert, and the number of ordinary shares that the entity has issued, agreed to issue, or cancelled, over the preceding 12 months .
Listing Rule 10.11, which (subject to certain exceptions) requires security holder approval for an issue of securities to a related party or anyone whose relationship with the entity or a related party is, in ASX’s opinion, such that security holder approval should be obtained, may also apply to an issue of performance shares, depending on the person to whom they are to be issued.
Having said that, ASX will generally require the issue of performance shares to be approved by security holders in all cases 12 and that approval can be bundled with any approvals required under Listing Rules 7.1 and 10.11, if applicable."
Your last thread, your last hope of salvaging some dignity (as you have no doubled down on ignorant) is to answer the question: "Is a director a related party?"
Or, you can go back and refer to the detailed notes on the AGM and realise that the company secretary does indeed know the rules and has followed them appropriately. And the directors will be awarded their shares should they meet their milestones.