2.4.4 Maximum Purchase Price
The purchase price (excluding brokerage, stamp duties, commission, applicable goods and
services tax and other related expenses) (“
related expenses
”) to be paid for a Share will
be determined by the Directors or a committee of Directors that may be constituted for the
purposes of effecting purchases or acquisitions of Shares by the Company under the Share
Purchase Mandate. However, the purchase price to be paid for the Shares pursuant to the
purchases or acquisitions of the Shares must not exceed:
(a)
in the case of a Market Purchase, one hundred and five per cent. (105%) of the
Average Closing Price (as defined hereinafter); and
(b)
in the case of an Off-Market Purchase pursuant to an equal access scheme, one
hundred and twenty per cent. (120%) of the Average Closing Price (as defined
hereinafter),
(the “
Maximum Price
”) in either case, excluding related expenses of the purchase or
acquisition.
For the above purposes:
“
Average Closing Price
” means the average of the closing market prices of a Share over
the last five (5) Market Days, on which transactions in the Shares were recorded, before the
day on which the purchase or acquisition of Shares was made, and is deemed to be adjusted
for any corporate action that occurs after the relevant five (5) Market Days.
2.5
Status of Purchased Shares
A Share purchased or acquired by the Company is deemed cancelled immediately on purchase or
acquisition (and all rights and privileges attached to the Share will expire on such cancellation) unless
such Share is held by the Company as a treasury share. Accordingly, the total number of issued Shares
will be diminished by the number of Shares purchased or acquired by the Company and which are not
held as treasury shares. At the time of each purchase of Shares by the Company, the Directors will
decide whether the Shares purchased will be cancelled or kept as treasury shares, or partly cancelled
and partly kept as treasury shares, depending on the needs of the Company at that time.
133
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015
APPENDIX
