Magnus Concordia Calls 30 Sep 2026 AGM; Seeks Approval for 20% Share-Issuance Mandate, 10% Buy-Back Capacity and Re-election of Three INEDs

Bulletin Express
09/07

Magnus Concordia Group Limited has issued a circular convening its 2026 annual general meeting (AGM) for 10:30 a.m. on 30 September 2026 at the United Conference Centre, Hong Kong. Shareholders will vote on four principal items:

1. Board Composition • Independent non-executive directors Liu Ying Shun, Wang Ping and Zhang Zhirui will retire and stand for re-election in accordance with the Articles of Association. • The Nomination Committee confirmed that all three candidates remain independent under Listing Rule 3.13 and continue to add complementary audit, legal, and valuation expertise to the board. Each is proposed to receive an annual director’s fee of HK$120,000.

2. General Mandate to Issue Shares • Directors seek authority to allot and issue up to 20% of the issued share capital (excluding treasury shares) as at the AGM date. Based on 5.78 billion shares outstanding on 31 August 2026, the mandate would cover up to 1.16 billion new shares. • The mandate will remain effective until the next AGM, or earlier revocation.

3. Share Repurchase Mandate • A parallel mandate would allow on-market or off-market buy-backs of up to 10% of issued shares, equal to 577.92 million shares under the current share base. No shares have been repurchased in the six months to 31 August 2026. • If exercised in full, controlling shareholder Qingda Developments Limited’s stake would rise from 32.97% to 36.64%, while substantial shareholder Huijin Dingsheng International Holding Company Limited would increase from 28.00% to 31.11%; directors state they will avoid triggering a mandatory takeover offer under the Hong Kong Takeovers Code. • Shares repurchased may be cancelled or held as treasury stock, subject to Cayman Islands law and the company’s capital requirements.

4. Extension of Issue Mandate • Subject to approval of the above mandates, the issue mandate will be extended by the number of shares that may be repurchased under the buy-back authority.

Additional Resolutions • Shareholders will receive the audited results for FY 2025/26. • Reappointment of ZHONGHUI ANDA CPA Limited as external auditor, with directors authorised to fix its remuneration.

Key Administrative Dates • Share transfer deadline: 4:30 p.m., 24 September 2026. • Register closure: 25–30 September 2026 (both days inclusive). • Record date for AGM voting rights: 30 September 2026.

The board recommends that shareholders vote in favour of all proposed resolutions at the forthcoming AGM.

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