Goldis Berhad Annual Report 2013
Goldis Berhad Annual Report 2013
Goldis Berhad Annual Report 2013
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Directors’ <strong>Report</strong><br />
For The Financial Year Ended 31 January <strong>2013</strong> (cont’d)<br />
TREASURY SHARES<br />
Shareholders of the Company had approved an ordinary resolution at the <strong>Annual</strong> General Meeting held on 21 June<br />
2012 for the Company to repurchase its own shares up to a maximum of 10% of the issued and paid up capital of<br />
the Company. The Directors of the Company were committed to enhancing the value of the Company and believed<br />
that the repurchase plan was being applied in the best interest of the Company and its shareholders.<br />
During the financial year, the Company repurchased 24,086,400 of its issued share capital from the open market for<br />
RM48,827,314. The average price paid for the shares repurchased was approximately RM2.03 per share.<br />
The repurchase transactions were financed by internally generated funds. The shares repurchased are being held<br />
as treasury shares in accordance with Section 67A of the Companies Act, 1965. The Company has the right to<br />
reissue these shares at a later date. As treasury shares, the rights attached as to voting, dividends and participation<br />
in other distribution are suspended.<br />
As at 31 January <strong>2013</strong>, the number of outstanding ordinary shares in issue after the set off of treasury shares is<br />
586,407,656 ordinary shares of RM1.00 each.<br />
EMPLOYEES’ SHARE OPTION SCHEME<br />
The Company’s Employees’ Share Option Scheme (“ESOS”) was approved by the shareholders at the Extraordinary<br />
General Meeting held on 21 December 2001 and became effective on 20 May 2002, for a period of five years,<br />
expired on 19 May 2007, in accordance with the ESOS By-Laws.<br />
The Company’s ESOS Committee and the Board of Directors have approved an extension of the ESOS for a further<br />
period of five (5) years from 20 May 2007 to 19 May 2012, to allow for additional time for the eligible employees<br />
and Directors to exercise the remaining unexercised options and to continue to motivate and reward existing<br />
employees of the Company.<br />
The extended ESOS is implemented in accordance with the terms of the amended By-Laws of the Company which<br />
was approved at the Extraordinary General Meeting on 22 June 2005. On that date, the Directors were authorised<br />
to offer and grant options to the following Non-Executive Directors:<br />
Datuk Tan Kim Leong @ Tan Chong Min<br />
Pauline Tan Suat Ming<br />
Tan Boon Lee<br />
Daud Mah bin Abdullah @ Mah Siew Whye<br />
The Company has been granted exemption by the Companies Commission of Malaysia vide their letter dated 6<br />
March <strong>2013</strong> from having to disclose the list of option holders and their holdings pursuant to Section 169(11) of the<br />
Companies Act, 1965, except for information of employees who were granted 100,000 options and above during<br />
the financial year.<br />
No employee of the Company and its subsidiaries has been granted 100,000 options and above under the ESOS<br />
during the financial year.<br />
Details of the ESOS are set out in Note 34(b) to the financial statements.<br />
DIRECTORS<br />
The Directors who have held office during the period since the date of the last report are as follows:<br />
Tan Lei Cheng<br />
Datuk Tan Kim Leong @ Tan Chong Min<br />
Pauline Tan Suat Ming<br />
Tan Boon Lee<br />
Daud Mah bin Abdullah @ Mah Siew Whye<br />
Tan Mei Sian (Alternate Director to Tan Boon Lee) (Appointed on 5 February <strong>2013</strong>)<br />
39<br />
ANNUAL REPORT <strong>2013</strong>