ESR Group Limited Interim Report 2023 Notes to Condensed Consolidated Financial Information 30 June 2023 85 26. SHARE CAPITAL 30 June 2023 31 December 2022 (Unaudited) (Audited) Authorised number of shares 8,000,000,000 8,000,000,000 30 June 2023 31 December 2022 (Unaudited) (Audited) US$’000 US$’000 Issued and fully paid 4,385 4,422 A summary of movements in the Company’s share capital is as follows: Number of shares in issue Share capital Share premium account Total US$’000 US$’000 US$’000 At 1 January 2022 3,048,603,743 3,049 2,022,188 2,025,237 Acquisition of subsidiaries 1,345,898,078 1,346 4,338,816 4,340,162 Issue of new shares 76,689,349 77 249,923 250,000 Share-based compensation plan exercised (note (i), (ii), (iv)) 15,162,222 14 6,545 6,559 Share repurchased and cancellation (note (iii)) (64,089,200) (64) (169,253) (169,317) At 31 December 2022 (audited) and 1 January 2023 4,422,264,192 4,422 6,448,219 6,452,641 Share-based compensation plan exercised (note (iv), (v)) 2,398,712 2 5,621 5,623 Share repurchased and cancellation (note (vi)) (39,285,200) (39) (67,957) (67,996) At 30 June 2023 (unaudited) 4,385,377,704 4,385 6,385,883 6,390,268 Notes: (i) 14,955,955 shares were issued by the Company for a nil cash consideration in satisfaction of 19,396,448 share options exercised in 2022 at the exercise price of US$0.5 per share and 206,267 shares were issued by the Company in satisfaction of 464,134 award of RSUs granted under the Long Term Incentive Scheme vested in 2022 (note 27). An amount of US$8,203,000 (before tax of US$135,000) was transferred from the share-based payment reserve to share capital and share premium upon the exercise of the share-based compensation plan. (ii) During the year ended 31 December 2022, the Company paid withholding tax of US$351,000 in relation to share options exercised in the previous financial year. The withholding tax expense was recorded in share premium account. (iii) During the year ended 31 December 2022, the Company repurchased 69,739,200 of its own shares on the Hong Kong Stock Exchange for a consideration of approximately US$169,317,000. 64,089,200 shares have been cancelled before the reporting date of 31 December 2022 and 5,650,000 shares were cancelled subsequent to the reporting date in January 2023, the amount paid for the purchase of the shares has been charged to share capital and share premium. (iv) Pursuant to the rules and trust deed of the Long Term Incentive Scheme (“LTI Scheme”) adopted on 2 June 2021, the trustee of the LTI Scheme had purchased on the Hong Kong Stock Exchange a total of 3,309,146 shares (31 December 2022: 387,700 shares) of the Company at a total consideration of US$5,294,000 during the period ended 30 June 2023 (31 December 2022: US$1,158,000). (v) 1,880,599 shares were issued by the Company in satisfaction of 4,312,619 share options exercised in 2023 at the exercise price of US$0.96 per share and 518,113 shares were issued by the Company in satisfaction of 3,228,222 award RSUs and PSUs granted under the Long Term Incentive Scheme vested in 2023 (note 27). An amount of US$5,623,000 was transferred from the share-based payment reserve to share capital and share premium upon the exercise of the share-based compensation plan. (vi) During the period ended 30 June 2023, the Company repurchased 38,824,400 of its own shares on the Hong Kong Stock Exchange for a consideration of approximately US$67,996,000. 33,635,200 shares have been cancelled before the reporting date of 30 June 2023 and 5,189,200 shares were cancelled subsequent to the reporting date in July 2023, the amount paid for the purchase of the shares has been charged to share capital and share premium.
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