Metasurface Technologies proposes new share mandates, director re-elections and 10% share award scheme ahead of 30 June 2026 AGM

Bulletin Express
04/28

Metasurface Technologies Holdings Limited has issued a circular convening its Annual General Meeting for 30 June 2026, to be held on-site in Singapore with a simultaneous online option via the Vistra eVoting Portal.

Key resolutions to be tabled:

1. Share Issuance Mandate • Directors seek authority to allot and issue new shares— including transfers of treasury shares—of up to 20% of the company’s issued share capital (approximately 29.98 million shares, based on 149.92 million shares in issue, excluding 0.08 million treasury shares, as at 21 April 2026). • The mandate will run until the next AGM, the expiry of the statutory period for holding it, or earlier revocation by shareholders.

2. Share Repurchase Mandate • Board requests approval to repurchase up to 10% of issued shares (about 14.99 million shares). • Any shares repurchased may be cancelled or held as treasury shares, and the mandate will expire on the same terms as the issuance mandate.

3. Extension Mandate • If both mandates are approved, the number of shares repurchased may be added to the issuance limit.

4. Director Re-elections • Executive directors Ms. Jee Wee Jene and Mr. Soh Cheng Joo, and independent non-executive director Mr. Ang Yong Sheng, Jonathan, retire by rotation and offer themselves for re-election. • The Nomination Committee supports all three candidacies.

5. Auditor Re-appointment • Board proposes that PricewaterhouseCoopers LLP (Singapore) continue as external auditor for the financial year ending 31 December 2026, with estimated audit fees of SGD 0.31 million–0.36 million.

6. Adoption of Share Award Scheme • A new ten-year share award scheme is proposed, with a scheme mandate limit of 10% of issued shares (approximately 14.99 million shares). • Eligible participants include employees, directors (executive, non-executive and independent) and qualified personnel of related entities. • Awards must vest no sooner than 12 months from grant; the scheme allows flexibility in vesting conditions, including performance criteria set case-by-case. • Any grant to a director, chief executive or substantial shareholder (or their associates) that exceeds 0.1% of issued shares in any 12-month period requires independent shareholder approval.

Capital Structure Snapshot (21 April 2026): • Total shares in issue: 150.00 million • Treasury shares: 0.08 million • Shares entitled to vote: 149.92 million

Shareholders can attend and vote in person or via the online platform. Proxy forms or electronic voting instructions must be submitted at least 48 hours before the meeting. All resolutions will be decided by poll, with results announced according to GEM Listing Rules.

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