ALIBABA GROUP HOLDING LTD filed this 20-F on 07/26/2022
ALIBABA GROUP HOLDING LTD - 20-F - 20220726 - PURCHASES_OF_EQUITY
(2)“Audit-related Fees” represents the aggregate fees billed in each of the fiscal years listed for the assurance and related services rendered by our principal auditors that are reasonably related to the performance of the audit or review of our financial statements and not reported under “Audit Fees.”
(3)“Tax Fees” represents the aggregate fees billed in each of the fiscal years listed for the professional tax services rendered by our principal auditors.
(4)“All Other Fees” represents the aggregate fees billed in each of the fiscal years listed for services rendered by our principal auditors other than services reported under “Audit Fees,” “Audit-related Fees” and “Tax Fees.”

The policy of our audit committee is to pre-approve all audit and non-audit services provided by PricewaterhouseCoopers, including audit services, audit-related services, tax services and other services as described above, other than those for de minimis services that are approved by the audit committee prior to the completion of the audit.

ITEM 16D.    EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not applicable.

ITEM 16E.    PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

In May 2019, our board of directors authorized a share repurchase program for an amount of up to US$6.0 billion over a period of two years. In December 2020, our board of directors authorized an upsize of our share repurchase program from US$6.0 billion to US$10.0 billion, for a two-year period through the end of 2022. In August 2021, our board of directors authorized an upsize of our share repurchase program from US$10.0 billion to US$15.0 billion, for a 16-month period through the end of 2022. In March 2022, our board of directors authorized an upsize of our share repurchase program from US$15.0 billion to US$25.0 billion, which is effective through March 2024. During the year ended March 31, 2022, we repurchased approximately 60 million of our ADSs (or 480 million of our ordinary shares) for approximately US$9.6 billion under the share repurchase program. As of March 31, 2022, we had 21.4 billion ordinary shares (equivalent to 2.7 billion ADSs) issued and outstanding.

In addition, our equity incentive award agreements generally provide that, in the event of a grantee’s termination for cause (including any commission of an act of fraud, dishonesty or ethical breach) or violation of a non-competition undertaking, we will have the right to terminate grants, forfeit and cancel shares or, if applicable, repurchase the shares acquired by the grantee, generally at the original purchase price or the exercise price paid for these shares. See “Item 6. Directors, Senior Management and Employees — B. Compensation — Equity Incentive Plans.”

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The table below summarizes the repurchases we made in the periods indicated.

 

 

 

 

Approximate

Dollar Value of

 

Total Number of

 

 

Ordinary Shares

Ordinary

 

 

that May Yet Be

Shares

Average Price

 

Purchased Under

Purchased as

Paid Per

 

Share

Part of Share

Total Price

Ordinary

Repurchase

Repurchase

Paid

Share(1)

 

Program(2)

Month

    

Program

    

(US$, in millions)

    

(US$)

    

(US$, in millions)

April 2021

 

 

 

9,882

May 2021

34,197,744

 

908

 

26.54

 

8,974

June 2021

7,711,640

 

202

 

26.20

 

8,772

July 2021

100,547,448

 

2,522

 

25.08

 

6,250

August 2021

96,071,120

 

2,276

 

23.69

 

8,974

September 2021

18,287,200

 

350

 

19.13

 

8,624

October 2021

19,675,496

 

391

 

19.87

 

8,234

November 2021

24,398,392

 

459

 

18.82

 

7,774

December 2021

36,596,320

 

550

 

15.02

 

7,225

January 2022

32,112,928

 

500

 

15.56

 

6,725

February 2022

31,960,000

 

475

 

14.86

 

6,250

March 2022

78,702,544

 

995

 

12.64

 

15,255

(1)Each ADS represents eight ordinary shares.
(2)In August 2021, our board of directors authorized an upsize of our share repurchase program from US$10.0 billion to US$15.0 billion. In March 2022, our board of directors authorized an upsize of our share repurchase program from US$15.0 billion to US$25.0 billion.

ITEM 16F.    CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

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