75

Share Buy-Back Statement

VITROX CORPORATION BERHAD

[649966-K]

5.

Interests of Directors’ and Substantial Shareholders’ and Persons Connected to them (Cont’d)

Based on the Register of Directors and Register of substantial Shareholders of ViTrox as at 28 April 2009 and assuming that

ViTrox implements the Proposed Shares Buy-Back in full, the effects of the Proposed Share Buy-Back on the shareholdings of

the Directors and substantial shareholders of ViTrox as follows:-

As at 28 April 2009 (a)

After Proposed Share Buy-Back (b)

Direct

Indirect

Direct

Indirect

Indirect

Indirect

Direct

Direct

No. of Shares

%

No. of Shares

%

No. of Shares

%

No. of Shares

%

Directors and Substantial Shareholders

52,925,503

-

Chu Jenn Weng

34.70

-

-

-

52,925,503

37.94

Siaw Kok Tong

37,972,943

-

24.90

-

-

-

37,972,943

27.22

Yeoh Shih Hoong

20,005,590

-

13.12

-

-

-

20,005,590

14.34

Directors

Dato’ Seri Kiew Kwong Sen

1,000,000

-

0.66

-

-

-

1,000,000

0.72

Prof Dr Ahmad Fadzil Bin Mohamad Hani

500,000

-

-

0.33

-

-

500,000

0.36

Chuah Poay Ngee

10,000

-

10,000

-

0.01

-

-

0.01

Persons Connected with the Directors

and/or Substantial Shareholders

271,566

Su Pek Fuen

0.17

-

-

271,566

0.17

Notes:-

(a)

Based on the existing issued and paid-up share capital of 152,513,400 Ordinary Shares excluding 2,486,600 Ordinary Shares held as treasury

shares from the total issued and paid-up capital of 155,000,000 Ordinary Shares of RM0.10 each.

(b)

Based on the issued and paid-up share capital of 139,500,000 Ordinary Shares after the Proposed Share Buy-Back is carried out in full and all

the shares purchased are held as treasury shares.

6.

Potential Advantages and Disadvantages of the Proposed Share Buy-Back

6.1

Potential Advantages of the Proposed Share Buy-Back

The Potential Advantages of the Proposed Share Buy-Back are set out in Section 2 of this Statement.

6.2

Potential Disadvantages of the Proposed Share Buy-Back

a.

The Proposed Share Buy-Back, if implemented, will reduce the financial resources of the Group and may result in

the Group foregoing interest income and/or better investment opportunities that may emerge in the future; and

b.

As the Proposed Share Buy-Back can only be made out of retained profits and share premium accounts of the

Company, it may result in the reduction of financial resources available for distribution to shareholders in the

immediate future.

Nevertheless, the Proposed Share Buy-Back is not expected to have any potential material disadvantage to the shareholders

of the Company as well as the Group as it will be implemented only after careful consideration of the financial resources of

the Group and the resultant impact on the shareholders of the Company.