GHL System Berhad Annual Report 2019

A N N U A L R E P O R T 2 0 1 9 183 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 29 May 2020 are as follows: Substantial shareholders Before the Proposed Share Buy-Back After the Proposed Share Buy-Back *(a) Direct Indirect Direct Indirect No of shares % No of shares % No of shares % No of shares % Actis Stark (Mauritius) Limited 293,570,949 39.18 - - 293,570,949 43.54 - - Parantaka Ltd 96,813,000 12.92 - - 96,813,000 14.36 - - Creador IV L.P. 96,813,000** 12.92 96,813,000** 14.36 APIS Growth 14 Ltd 76,438,600 10.20 - - 76,438,600 11.34 Loh Wee Hian 40,371,184 5.39 46,626,491* 6.22 40,371,184 5.99 46,626,491* 6.91 Tobikiri Capital Ltd 40,666,241 5.43 - - 40,666,241 6.03 - Notes: *(a) Assuming that 10% of the issued and paid up capital is purchased and retained as treasury shares. * Deemed interested by virtue of his child’s interest in the Company pursuant to Section 59(11)(c) of the Companies Act 2016 and his interest in Tobikiri Capital Ltd pursuant to Section 8 of the Companies Act 2016. ** Deemed interested by virtue of its interest in Parantaka Ltd pursuant to Section 8 of the Companies Act 2016. Director Before the Proposed Share Buy-Back After the Proposed Share Buy-Back *(a) Direct Indirect Direct Indirect No of shares % No of shares % No of shares % No of shares % Loh Wee Hian 40,371,184 5.39 46,626,491* 6.22 40,371,184 5.99 46,626,491* 6.91 Notes: *(a) Assuming that 10% of the issued and paid up capital is purchased and retained as treasury shares. * Deemed interested by virtue of his child’s interest in the Company pursuant to Section 59(11)(c) of the Companies Act 2016 and his interest in Tobikiri Capital Ltd pursuant to Section 8 of the Companies Act 2016. 8. Effects of Proposed Shares Buy-Back Assuming that the Company buys back up to 74,920,914 GHL Shares representing 10% of its issued and paid-up share capital as at 29 May 2020 and such shares purchased are cancelled or alternatively be retained as treasury shares or both, the financial effects of the Proposed Share Buy-Back on the share capital of the Company, Net Assets, working capital, earnings, and dividends of GHL are as follow: 8.1 Share Capital In the event that all GHL shares purchased are cancelled, the Proposed Share Buy-Back will result in the issued and paid up share capital of GHL as at 29 May 2020 to be reduced from RM330,199,925 comprising 749,209,139 GHL Shares to RM297,179,933 comprising 674,288,225 GHL Shares. It is not expected to have any effect on the issued and paid up capital if all GHL Shares purchased are to be retained as treasury shares. STATEMENT TO SHAREHOLDERS IN RELATION TO THE PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO PURCHASE ITS OWN ORDINARY SHARES CONT’D