135 GHL SYSTEMS BERHAD 199401007361 (293040-D) ANNUAL REPORT 2022 NOTES TO THE FINANCIAL STATEMENTS 31 DECEMBER 2022 CONT’D 23. SHARE CAPITAL (Cont’d) (b) Executive Share Scheme (“ESS”) (Cont’d) The ESS (“ESS2013”) of the Company came into effect on 30 August 2013 to 29 August 2018 and subsequently extended for a period of five (5) years until 29 August 2023. On 25 August 2021, ESS2013 was terminated and a new ESS scheme (“ESS2021”) of the Company was established and came into effect and shall be in force for a period of five (5) years until 24 August 2026 (“the scheme period”). The main features of the ESS2021 are as follows: (Cont’d) (ii) The maximum number of options to be offered under the ESS based on the issued and paid-up ordinary share capital as at 31 December 2022, excluding ESS shares held, is 91,319,987 (2021: 91,319,987). (iii) The options granted may be exercised any time upon the satisfaction of vesting conditions of each tranche; (iv) The option price of a new ordinary share under the ESS shall be at a discount of not more than ten percent (10%) of the five (5)-days weighted average market price of the shares as quoted in the Daily Official List issued by Bursa Malaysia Securities Berhad immediately preceding the date of offer, or at the par value of the ordinary shares, whichever is higher; (v) Upon exercise of the options, the shares issued rank pari passu in all respects with the existing ordinary shares of the Company; (vi) The employees to whom the options have been granted have no right to participate, by virtue of these options, in any ordinary share issue of any other company; and (vii) The option price and the number of ordinary shares comprised in the ESS options are subject to adjustment in the event of any alteration in the capital structure of the Company during the scheme period in accordance with the provisions in the ESS By-Laws (“By-Laws”), subject to the determination by ESS Committee. The details of the options over ordinary shares of the Company are as follows: --------------------------- Number of options over ordinary shares --------------------------- Outstanding as at ---------- Movements during the financial year -------- Outstanding as at Exercisable as at 1.1.2021 Bonus issue Retracted* Exercised Forfeited* 31.12.2021 31.12.2021 2021 6 April 2018 - first tranche - - - - - - - - second tranche 120,000 - - (120,000) - - - - third tranche 1,419,000 - - (1,419,000) - - - 1,539,000 - - (1,539,000) - - - Weighted average exercise price (RM) 0.72 0.72 0.72 0.72 0.72 0.72 0.72 Weighted average remaining contractual life (months) - - * Due to resignation. # There is no issuance of new ESS under ESS2021 during the financial year.
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