HKE Holdings (HKE Holdings) has issued a circular convening an extraordinary general meeting (EGM) on 22 June 2026 to seek independent shareholders’ approval for an enlarged framework governing its virtual-asset cooperation with connected party Monmonkey Group Securities (MMK).
Key transaction structure • Wholly-owned subsidiaries Hong Kong BGE and Quality Union Ltd. (QUL) signed a Framework Agreement with MMK on 20 January 2026, supplemented on 8 April 2026. • BGE will provide virtual-asset trading platform and OTC services to MMK, while QUL will act as sole liquidity provider for OTC trades executed through BGE. • Platform service fees will range between 0.03% and 0.25% of transaction value, in line with rates offered to independent clients. Payments will be settled in real time from pre-funded accounts. • The revised term will commence on the later of (i) EGM approval, (ii) regulatory clearances (including SFC authorisation for QUL to trade virtual assets), or (iii) 1 July 2026, and will run until 30 June 2029.
Revised annual caps (US$) • FY ending 30 Jun 2027: Platform service fees capped at 1.57 million; VA trade volume at 626.00 million; total 627.57 million. • FY ending 30 Jun 2028: Platform service fees 3.13 million; VA trades 1.25 billion; total 1.26 billion. • FY ending 30 Jun 2029: Platform service fees 6.26 million; VA trades 2.50 billion; total 2.51 billion.
Basis for cap adjustment Management cites MMK’s historical trading volume of approximately US$313 million (Mar 2025–Feb 2026) and expects 100% annual growth in VA trade value, referencing high growth rates recorded by major Hong Kong licensed platforms between 2023 and 2025.
Regulatory and governance safeguards • The transactions constitute non-exempt continuing connected transactions under Chapter 14A of the Hong Kong Listing Rules; independent shareholder approval is mandatory. • Independent Board Committee and Messis Capital—appointed as independent financial adviser—concluded the terms are fair, reasonable and on normal commercial terms. • Internal controls include daily monitoring of fee rates (0.03%–0.25%), benchmarking against independent customers, and suspension mechanisms if caps are at risk of being exceeded. • Controlling shareholder Mr Lin Ho Man (through 49.75% stake held via Flourish Nation) and his associates will abstain from voting at the EGM.
Strategic rationale HKE Holdings aims to leverage MMK’s institutional client base to accelerate growth of its newly licensed virtual-asset trading platform, positioning the group to benefit from Hong Kong’s expanding regulated digital-asset ecosystem. The company views the agreement as a key step in diversifying revenue beyond its traditional engineering operations.