Sterling Group sets 1 Sep 2026 AGM; seeks nod for director re-elections, auditor renewal and 20% share-issue mandate

Bulletin Express
08/07

Sterling Group Holdings Limited (HKEX: 1825) has issued a circular dated 7 August 2026 convening its 2026 annual general meeting (AGM) for 1 September 2026 at 13:00 (HKT) at Win Plaza, San Po Kong, Hong Kong.

Key resolutions to be tabled: 1. Financial statements: Shareholders will vote on the adoption of the audited consolidated results and the directors’ and auditors’ reports for the year ended 31 March 2026. The Audit Committee has reviewed the accounts, which are available on the HKEX and company websites.

2. Board composition: • Executive director Ms Luo Yuechan (aged 28, appointed July 2026) and independent non-executive director (INED) Ms Wu Jing (aged 47, appointed September 2025) will retire by rotation and stand for re-election. • Ms Luo’s annual director fee is HK$0.12 million; Ms Wu’s is HK$0.06 million. • The Nomination Committee confirms both candidates meet the Board’s diversity and independence criteria.

3. Auditor re-appointment: Rongcheng (Hong Kong) CPA Limited is proposed to continue as external auditor for FY 2027, with an estimated audit fee of HK$0.65 million–0.80 million, leveraging the firm’s familiarity with the Group’s operations.

4. Capital mandates: • General mandate to issue new shares up to 20% of issued share capital (excluding treasury shares). Based on 41.472 million shares outstanding as at 30 July 2026, the limit equals approximately 8.29 million shares. • Repurchase mandate authorising buy-backs of up to 10% of issued shares (about 4.15 million shares). • Extension mandate permitting the Board to add repurchased shares to the share-issue limit. • The Board pledges not to exercise the repurchase mandate to a level that would reduce public float below 25% or materially affect working capital or gearing. No share repurchases have been conducted since listing.

Administrative details: • Shareholders’ register will be closed from 27 August to 1 September 2026 (both days inclusive). Transfer documents must be lodged by 16:30 HKT on 26 August 2026 to qualify for attending and voting. • Proxy forms must reach Tricor Investor Services Limited at least 48 hours before the meeting. • All resolutions will be decided by poll, and results will be announced via HKEX.

Approval of the proposed mandates would provide the Board with flexibility to manage capital structure and pursue funding opportunities, subject to market conditions and shareholder interests.

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