8. Effects of the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back Assuming that the Company buys back up to 114,149,984 shares representing 10% of its total number of issued shares as at 27 March 2024 and such shares purchased are cancelled or alternatively be retained as treasury shares or both, the financial effects of the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back on the share capital of the Company, net assets, working capital, earnings and dividends of GHL are as follows: 8.1 Share Capital In the event that all shares purchased are cancelled, the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back will result in the issued share capital of GHL as at 27 March 2024 to be reduced from RM351,485,304 comprising 1,141,499,842 shares to RM316,336,774 comprising 1,027,349,858 shares. It is not expected to have any effect on the issued capital if all shares purchased are to be retained as treasury shares. The effect of the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back on the issued share capital of GHL is illustrated below: No. of Shares RM Issued share capital as at 27 March 2024 1,141,499,842 351,485,304 After share purchase and cancellation 1,027,349,858 # 316,336,774 Notes: # Assuming up to 10% of the total number of issued shares of GHL or 114,149,984 shares are purchased and cancelled. 8.2 Net Assets The Proposed Renewal of Shareholders’ Mandate for Share Buy-Back, if implemented may increase or decrease the net assets and net assets per share depending on the purchase price of the shares pursuant to the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back. The consolidated net assets per share will increase if the purchase price is less than the audited consolidated net assets per share and conversely, the consolidated net assets per share will decrease if the purchase price exceeds the consolidated net assets per share at the time when the shares are purchased. In the event the purchased shares which are retained as treasury shares are resold, the consolidated net assets per share of GHL will increase or decrease depending on whether a gain or a loss is realised upon the resale. The quantum of the increase or decrease in net assets will depend on the actual selling price and the number of the treasury shares resold to the market. 8.3 Working Capital The Proposed Renewal of Shareholders’ Mandate for Share Buy-Back, as and when implemented, will reduce the working capital of the GHL Group, the quantum of which will depend on the actual purchase price and the number of purchased shares as well as any associated costs incurred in relation to the share buy-back pursuant to the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back. However, it is not expected to have a material adverse effect on the working capital of the Company. The working capital and the cash flow of the Company will also increase accordingly when the Proposed Renewal of Shareholders’ Mandate for Share Buy-Back which are retained as treasury shares are resold. The quantum of the increase in working capital and cash flow will depend on the actual selling price and the number of the treasury shares resold to the market. STATEMENT TO SHAREHOLDERS in relation to the proposed renewal of authority for the Company to purchase of its own shares representing up to 10% of the total number of issued shares of the Company (“Proposed Renewal of Shareholders’ Mandate for Share Buy-Back”) CONT’D 174 GHL SYSTEMS BERHAD 199401007361 (293040-D)
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