2.6
Treasury Shares
Under the Companies Act, as amended by the Companies Amendment Act 2005, Shares purchased
or acquired by the Company may be held or dealt with as treasury shares. Some of the provisions
on treasury shares under the Companies Act, as amended by the Companies Amendment Act 2005,
are summarised below:
2.6.1 Maximum Holdings
The number of Shares held as treasury shares cannot at any time exceed ten per cent. (10%)
of the total number of issued Shares.
2.6.2 Voting and Other Rights
The Company cannot exercise any right in respect of treasury shares. In particular, the
Company cannot exercise any right to attend or vote at meetings and for the purposes of
the Companies Act, the Company shall be treated as having no right to vote and the treasury
shares shall be treated as having no voting rights.
In addition, no dividend may be paid, and no other distribution of the Company’s assets
may be made, to the Company in respect of treasury shares. However, the allotment of
shares as fully paid bonus shares in respect of treasury shares is allowed. Also, a subdivision
or consolidation of any treasury share into treasury shares of a smaller amount is allowed
so long as the total value of the treasury shares after the subdivision or consolidation is the
same as before.
2.6.3 Disposal and Cancellation
Where Shares are held as treasury shares, the Company may at any time:
(a)
sell the treasury shares for cash;
(b)
transfer the treasury shares for the purposes of or pursuant to an employees’ share
scheme;
(c)
transfer the treasury shares as consideration for the acquisition of shares in or assets
of another company or assets of a person;
(d)
cancel the treasury shares; or
(e)
sell, transfer or otherwise use the treasury shares for such other purposes as may be
prescribed by the Minister for Finance.
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APPENDIX
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2015