COMMON SHARES



	Number of Shares	Amount
	(thousands)	(millions of Canadian $)

Outstanding at January 1, 2013	738,381	14,306
Issuance of common shares for cash	18,733	899
Outstanding at December 31, 2013	757,114	15,205
Issuance of common shares for cash	22,365	1,115
Outstanding at December 31, 2014	779,479	16,320
Outstanding at December 31, 2015	779,479	16,320

Common Shares Issued and Outstanding

The Company is authorized to issue an unlimited number of common shares without par value.

Restrictions on Dividends

Certain terms of the Company's debt instruments can limit the amount of dividends the Company can pay on preferred and common shares. At December 31, 2015 these terms limit the company from paying dividends in excess of $4.1 billion (2014 – $8.7 billion; 2013 – $1.3 billion). Under the agreements, TCPL can adjust this limit throughout the year if required, at is sole discretion, without incurring significant costs.

Stock Option Plan

Certain key employees, including officers, are granted stock options from TransCanada to purchase common shares at the market price on the grant date. Stock options vest equally over three years, beginning on the first anniversary of the grant date, and expire after seven years.

The Company used a binomial model for determining the fair value of options granted applying the following weighted average assumptions:



year ended December 31	2015		2014		2013

Expected life (years)	5.8		6.0		6.0
Interest rate	1.1	%	1.8	%	1.7	%
Volatility¹	18	%	17	%	18	%
Dividend yield	3.7	%	3.8	%	3.7	%
Forfeiture rate	5	%	5	%	15	%


¹	Volatility is derived based on the average of both the historical and implied volatility of the Company's common shares.

The amount expensed for stock options, with a corresponding increase in Additional paid-in capital, was $11 million in 2015 (2014 – $9 million; 2013 – $6 million).

The following table summarizes additional stock option information:



year ended December 31	2015	2014	2013
(millions of Canadian $, unless otherwise noted)	2015	2014	2013

Total intrinsic value of options exercised	37	68	25
Fair value of options that have vested	91	95	64
Total options vested	2.0 million	1.7 million	1.3 million

As at December 31, 2015, the aggregate intrinsic value of the total options exercisable was $23 million and the total intrinsic value of options outstanding was $23 million.