GHL System Berhad Annual Report 2019

G H L S Y S T E M S B E R H A D 1 9 9 4 0 1 0 0 7 3 6 1 ( 2 9 3 0 4 0 - D ) 148 NOTES TO THE FINANCIAL STATEMENTS 31 DECEMBER 2019 CONT’D 23. SHARE CAPITAL (cont’d) (b) In the previous financial year, repurchased shares were held as treasury shares in accordance with the requirement of Section 127 of the Companies Act 2016 in Malaysia. (c) 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. (d) Executive Share Scheme (“ESS”) The ESS of the Company came into effect on 30 August 2013 to 29 August 2018 and subsequently extended 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: t JG IF IBT BUUBJOFE UIF BHF FJHIUFFO ZFBST PG BHF BOE JT OPU BO VOEJTDIBSHFE CBOLSVQU t JG IF JT FNQMPZFE PO B GVMM UJNF CBTJT BOE JT PO UIF QBZSPMM PG BOZ DPSQPSBUJPO JO UIF (SPVQ BOE has not served a notice to resign or received a notice of termination; t JG IJT FNQMPZNFOU IBT CFFO DPOåSNFE JO XSJUJOH t JG IF JT TFSWJOH JO B TQFDJåD EFTJHOBUJPO VOEFS BO FNQMPZNFOU DPOUSBDU GPS B åYFE EVSBUJPO CVU not if he is merely employed for a specific project; and t JG IF GVMåMT BOZ PUIFS DSJUFSJB BOE PS GBMMT XJUIJO TVDI DBUFHPSZ BT NBZ CF TFU CZ &44 (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 ESS shares held, is 111,177,411 (2018: 110,697,740); (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; (v) Upon exercise of the options, the shares issued rank pari passu in all respects with the existing ordinary shares of the Company; (vi) The employees to whom the options have been granted have no right to participate, by virtue of these options, in any ordinary share issue of any other company; and (vii) The option price and the number of ordinary shares comprised in the ESS options are subject to adjustment in the event of any alteration in the capital structure of the Company during the scheme period in accordance with the provisions in the ESS By-Laws (“By-Laws”), subject to the determination by ESS Committee.

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