GHL System Berhad Annual Report 2017

ANNUAL REPORT 2017 57 DIRECTORS’ INTERESTS (cont’d) By virtue of his interest in the shares of the Company, Loh Wee Hian is also deemed to be interested in the ordinary shares of all the subsidiaries to the extent that the Company has an interest. None of the other Directors holding office at the end of the financial year held any interest in ordinary shares and options over ordinary shares of the Company and of its related corporations during the financial year. DIRECTORS’ BENEFITS Since the end of the previous financial year, none of the Directors have received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by the Directors as shown in the financial statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which the Director is a member, or with a company in which the Director has a substantial financial interest other than those as disclosed in Note 29 to the financial statements. There were no arrangements during and at the end of the financial year, to which the Company is a party, which had the object of enabling Directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate except for the share options granted pursuant to the Executives’ Share Scheme (“ESS”) disclosed in Note 21 to the financial statements. ISSUE OF SHARES AND DEBENTURES During the financial year, the issued and fully paid-up share capital of the Company has been increased by way of issuance of 4,720,000 new ordinary shares pursuant to the exercise of ESS at an average exercise price of RM0.683 each. The newly issued shares rank pari passu in all respects with the existing ordinary shares of the Company. There were no other issues of ordinary shares during the financial year. The Company did not issue any debentures during the financial year. REPURCHASE OF OWN SHARES At the Annual General Meeting held on 26 May 2017, the shareholders of the Company by an ordinary resolution renewed the mandate given to the Company to repurchase its own shares based, amongst others, on the following terms: (a) the aggregate number of shares purchased does not exceed ten percent (10%) of the total issued and paid-up share capital of the Company as quoted on Bursa Malaysia Securities Berhad (“Bursa Securities”) as at the point of purchase; (b) the maximum funds to be allocated by the Company for the purpose of purchasing its shares shall not exceed the total retained profits of the Company based on the latest audited financial statement and/or the latest management accounts of the Company (where applicable) available at the time of the purchase(s); (c) the Directors of the Company may decide to: (i) retain the shares purchased as treasury shares for distribution as dividend to the shareholders; and/or; (ii) resale on the market of Bursa Securities and/or for cancellation subsequently; and/or (iii) cancel the shares so purchased; and/or (iv) retain part of the shares so purchased as treasury shares and cancel the remainder. DIRECTORS’ REPORT CONT’D