Hong Kong & China Gas Company Limited (Towngas) has issued a notice convening its 2026 Annual General Meeting (AGM) for 12:00 p.m. on 1 June 2026 at the Hong Kong Convention and Exhibition Centre, Wanchai.
Key resolutions:
1. Financial Statements and Dividend • Shareholders will consider the audited financial statements for the year ended 31 December 2025. • A final dividend (amount not disclosed in the notice) is proposed for approval. • Subject to approval, the dividend will be paid on 18 June 2026 to shareholders on the register as of 9 June 2026. The register will be closed from 5 to 9 June 2026, with transfers accepted until 4:30 p.m. on 4 June 2026.
2. Board and Auditor Matters • Re-election of directors is scheduled. • PricewaterhouseCoopers is nominated for re-appointment as auditor, with directors authorised to fix the remuneration.
3. Share Buy-back Mandate • Directors seek authority to repurchase up to 10% of the company’s issued shares (excluding treasury shares) during the mandate period, which runs until the next AGM, expiry of the statutory period for holding it, or revocation by shareholders—whichever occurs first. • Management stated it has no immediate plans to exercise this mandate.
4. Share Issuance Mandate • A separate resolution requests approval to issue, allot or deal with new shares up to 10% of the existing issued share capital (excluding treasury shares), subject to a maximum discount of 10% to the benchmarked price. • The mandate encompasses the sale or transfer of treasury shares, rights issues and the exercise of convertible or warrant rights, with timing aligned to the same “Relevant Period” as the buy-back authority.
5. Amendments to Articles of Association • A special resolution will seek shareholder approval to adopt a new set of articles incorporating amendments detailed in the company’s circular dated 29 April 2026. • Directors or the company secretary would be authorised to complete all formalities for the adoption.
Administrative details:
• AGM voting will be conducted by poll. • Shareholders must be on the register as of 1 June 2026 to attend and vote; the register will be closed from 27 May to 1 June 2026, with transfers accepted until 4:30 p.m. on 26 May 2026. • Proxies must be lodged with Computershare Hong Kong Investor Services no later than 48 hours before the AGM.
The board presently comprises two Non-executive Co-Chairmen, three additional Non-executive Directors, five Independent Non-executive Directors and three Executive Directors, including Managing Director Peter Wong, CFO Yeung Lui-ming and CIO Chan Ying-lung.
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