GHL System Berhad Annual Report 2018

G H L S y s t e m S B e r h a d ( 2 9 3 0 4 0 - D ) 124 NOT ES TO THE F I NANC I A L STAT EMENTS 3 1 D e c e m b e r 2 0 1 8 C O N T ’ D 23. SHARE CAPITAL (cont’d) (c) Of the total 737,984,933 (2017: 659,444,992) issued and fully paid ordinary shares as at 31 December 2018, 678,601 ordinary shares amounting to RM305,847 were held as treasury shares by the Company in the previous financial year. During the financial year, the Company had completed the resale of treasury shares of 678,601 (2017: 737,300) units with a price ranging from RM1.60 to RM1.65 (2017: RM1.70 to RM1.73). The number of outstanding ordinary shares in issue after deducting the treasury shares is 737,984,933 (2017: 658,766,391) ordinary shares as at 31 December 2018. (d) The owners of the parent are entitled to receive dividends as and when declared by the Company and are entitled to one (1) vote per ordinary share at meetings of the Company. All ordinary shares rank pari passu with regard to the residual assets of the Company. (e) With the introduction of the Companies Act 2016 effective 31 January 2017, the concepts of authorised share capital and par value of share capital have been abolished. Consequently, balance within the share premium account of RM72,824,729 had been transferred to the share capital account pursuant to the transitional provisions set out in Section 618(2) of the Companies Act 2016. Notwithstanding this provision, the Company may utilise its share premium account for purposes stipulated in Section 618(3) of the Companies Act 2016 for a transitional period of 24 months from 31 January 2017. There is no impact on the number of ordinary shares in issue or the relative entitlement of any of the member as a result of this transition. (f) The ESS of the Company came into effect on 30 August 2018. The ESS shall be in force for a period of five (5) years until 29 August 2023 (“the scheme period”). The main features of the ESS are as follows: (i) Eligible executives are those who meet the following criteria: • if he has attained the age eighteen (18) years of age and is not an undischarged bankrupt; • if he is employed on a full time basis and is on the payroll of any corporation in the Group and has not served a notice to resign or received a notice of termination; • if his employment has been confirmed in writing; • if he is serving in a specific designation under an employment contract for a fixed duration but not if he is merely employed for a specific project; and • if he fulfils any other criteria and/or falls within such category as may be set by ESS Committee from time to time. (ii) The maximum number of options to be offered under the ESS based on the issued and paid-up ordinary share capital as at 31 December 2018, excluding treasury shares held, is 110,697,740 (2017: 98,814,959); (iii) The options granted may be exercised any time upon the satisfaction of vesting conditions of each tranche; (iv) The option price of a new ordinary share under the ESS shall be at a discount of not more than ten percent (10%) of the five (5)-days weighted average market price of the shares as quoted in the Daily Official List issued by Bursa Malaysia Securities Berhad immediately preceding the date of offer, or at the par value of the ordinary shares, whichever is higher;