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170
GHL Systems Berhad
(293040-D)
Annual report 2015
6. Potential Advantages and Disadvantages of the Proposed Renewal
The potential advantages of the Proposed Shares Buy-Back are as follows:
(i)
the Proposed Share Buy-Back is expected to stabilise the supply and demand as well as the prices of
the GHL Shares traded on Bursa Securities and thereby support its fundamental value and to maintain
investors’ confidence in GHL;
(ii)
if the Shares are bought back as treasury shares, it will provide the Directors of GHL an option to sell the
purchased GHL Shares at a higher price and generate capital gain for the Company.
(iii)
the purchased GHL Shares can be distributed as share dividends to reward its shareholders.
The potential disadvantages of the Proposed Shares Buy-Back are as follows;
(i)
The Proposed Renewal can only be made out of retained profits and/or share premium account of
the Company resulting in a reduction of the amount available for distribution as dividends and bonus
issues to shareholders;
(ii)
The Proposed Renewal will reduce the financial resources of the Company which may result in the
Company foregoing better investment opportunities that may emerge in the future;
(iii)
The cashflow of the Company may be affected if the Company decides to utilise bank borrowings to
finance a Share Buy-Back.
7. Direct and Indirect Interests of the Directors and Substantial Shareholders
The effects of the Proposed Shares Buy-Back on the Substantial shareholders’ and Directors’ shareholdings
based on the Register of Substantial Shareholders and the Register of Directors’ Shareholdings respectively
as at 31 March 2016 are as follow:
Substantial
Shareholders
Before the Proposed Shares Buy-Back *(a)
After the Proposed Shares Buy-Back *(b)
Direct
Indirect
Direct
Indirect
No of
shares
%
No of
shares
%
No of
shares
%
No of
shares
%
Loh Wee Hian
229,137,425 35.30 6,110,250 0.94 229,137,425 39.22 6,110,250 1.05
Cycas
185,239,518 28.54
-
- 185,239,518 31.71
-
-
Notes:
*(a) Adjusted for the number of treasury shares held as at 31 March 2016
*(b) Assuming that 10% of the issued and paid up capital is purchased and retained as treasury shares.
Directors
Before the Proposed Shares Buy-Back *(a)
After the Proposed Shares Buy-Back *(b)
Direct
Indirect
Direct
Indirect
No of
shares
%
No of
shares
%
No of
shares
%
No of
shares
%
Loh Wee Hian
229,137,425 35.30 6,110,250 0.94 229,137,425 39.22 6,110,250 1.05
Kanagaraj Lorenz
5,295,900 0.82
-
-
5,295,900 0.75
-
-
Fong Seow Kee
1,861,950 0.29
635,175 0.10 1,861,950 0.32
635,175 0.11
Notes:
*(a) Adjusted for the number of treasury shares held as at 31 March 2016
*(b) Assuming that 10% of the issued and paid up capital is purchased and retained as treasury shares.
Statement of Shareholders
in relation to the Proposed Renewal of Authority for the Company to
Purchase its own Ordinary Shares (continued)