Brainhole Tech Sets 21 May 2026 AGM; Seeks Share Issue & Buy-back Mandates, Board Re-elections, and M&A Amendments

Bulletin Express
04/22

Brainhole Technology Limited (Brainhole Tech, 02203) will convene its Annual General Meeting (AGM) on 21 May 2026 at 2:00 p.m. in One Taikoo Place, Quarry Bay, Hong Kong. Key resolutions and timetable details are as follows:

1. Financial Statements & Board Reports • Shareholders will receive and consider the audited consolidated financial statements and the Directors’ and auditors’ reports for the fiscal year ended 31 December 2025.

2. Board Composition & Remuneration • Independent Non-Executive Directors Mr. Xu Liang and Ms. Zhang Yibo are nominated for re-election. • The Board seeks authorisation to determine Directors’ remuneration.

3. Auditor Re-appointment • Prism Hong Kong Limited is proposed for re-appointment as external auditor, with the Board authorised to set its fees.

4. General Mandates • Share Issuance: Directors request authority to allot and issue shares up to 20% of the issued share capital as at the AGM date, extendable by the number of shares repurchased under the buy-back mandate. • Share Buy-back: Authority sought to repurchase up to 10% of issued shares on the Hong Kong Stock Exchange or other recognised markets.

5. Memorandum & Articles Amendments • Shareholders will vote on adopting a third amended and restated Memorandum & Articles of Association, incorporating the proposed updates detailed in the 23 April 2026 circular.

Key Dates for Shareholders • Share transfer deadline: 4:30 p.m., 15 May 2026 • Register closure: 18 May 2026 – 21 May 2026 (both days inclusive) • Record date for AGM voting: 21 May 2026

Proxies must be lodged with Union Registrars Limited at least 48 hours before the meeting (by 2:00 p.m., 19 May 2026, Hong Kong time).

As of the notice date (23 April 2026) the Board comprises one Executive Director, Mr. Zhang Liang Johnson (Chairman), and three Independent Non-Executive Directors: Mr. Xu Liang, Mr. Chen Johnson Xi and Ms. Zhang Yibo.

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