股票回购 “Shares Buy Back" 是指上市公司利用现金等方式，从股票市场上购回本公司发行在外的一定数额的股票的行为。公司在股票回购完成后可以将所回购的股票注销。但在绝大多数情况下，公司将回购的股票作为 ” 库藏股“ 保留，仍属于发行在外的股票，但不参与每股收益的计算和分配。库藏股日后可移作他用，如发行可转换债卷、雇员福利计划等，或在需要资金时将其出售。
RATIONALE FOR THE PROPOSED SHARE BUY-BACK
The Proposed Share Buy-Back will enable the Company to utilise its financial resources not immediately
required for use, to purchase its own Shares. The Proposed Share Buy-Back may enhance the EPS and reduce the liquidity level of the Sunway Shares in Bursa Securities, which generally will have a positive impact on the market price of the Sunway Shares.
The potential advantages of the Proposed Share Buy-Back to the Company and its shareholders are as follows:-
(a) allows the Company to take preventive measures against speculation particularly when its Shares are undervalued which would in turn stabilise the market price of Sunway Shares and hence, enhance investors’ confidence;
(b)allows the Company flexibility in achieving the desired capital structure, in terms of the debt and equity composition and the size of equity; and
(c)as the Sunway Shares bought back by the Company will be cancelled, shareholders of the Company are likely to enjoy an increase in the value of their investment in the Company as the net EPS of the Company will increase.
The potential disadvantages of the Proposed Share Buy-Back to the Company and its shareholders are as follows:-
(a) the Proposed Share Buy-Back will reduce the financial resources of the Sunway Group and may result in the Sunway Group foregoing better investment opportunities that may emerge in future;
(b) as the Proposed Share Buy-Back can only be made out of retained profits and/or share premium of the Company, it may result in the reduction of
financial resources available for distribution to shareholders in the immediate future.
The Proposed Share Buy-Back, if exercised, will reduce the financial resources of the Company, but since the amount is not substantial, it will not affect the furtherance of the Company’s business or payment of dividends. Nevertheless, the Board will be mindful of the interest of the Company and its shareholders in undertaking the Proposed Share Buy-Back and in the subsequent cancellation of the Sunway Shares purchased.