Victory Securities (Holdings) Company Limited will ask shareholders to approve multiple authorisations and housekeeping resolutions at its annual general meeting scheduled for 4 June 2026 in Hong Kong.
Key proposals 1. Capital Mandates • Issue Mandate: Directors seek authority to allot and issue shares— including any transfers of treasury shares—of up to 20% of the 212.55 million shares in issue as at the meeting date, equating to a maximum of 42.51 million shares. • Share Buy-back Mandate: The Board requests power to repurchase up to 10% of issued shares, or 21.25 million shares. The mandates will run until the next AGM, their revocation, or 12 months, whichever is earlier.
2. Equity Incentives • Adoption of a new share scheme covering directors and full-time employees to replace the 2018 Share Option Scheme and 2020 Share Award Scheme. • Initial scheme limit set at 10% of issued share capital (21.25 million shares). • Total outstanding options under the 2018 scheme stand at 11.07 million shares, representing 5.21% of issued capital; no outstanding awards exist under the 2020 scheme.
3. Director & Auditor Matters • Re-election of three directors: Executive Director & Joint CEO Chan Pui Chuen; Non-executive Director Chan Ying Kit; Independent Non-executive Director Ying Wing Ho Peter. • Re-appointment of McMillan Woods (Hong Kong) CPA Limited as external auditor; projected FY2026 audit fee: HKD1.00 million.
4. Dividend and Key Dates • Board recommends a final dividend of HK3.0 cents per share for FY2025. • Shareholders must be on the register by 11 June 2026 to receive the dividend; book closure for dividend entitlement runs 12–16 June 2026. • Register will be closed 29 May–4 June 2026 for AGM eligibility.
Capital Structure Snapshot As at 7 May 2026 the Company had 212.55 million shares outstanding and no treasury shares. Controlling shareholder Dr. TT Kou’s Family Company Limited holds 35.88% of issued shares, while Chairwoman Kou Kuen personally holds 13.98%.
If the buy-back mandate were exercised in full, public float would remain at approximately 37.76%, above the 25% minimum required by the GEM Listing Rules.
Shareholders are encouraged to submit proxy forms at least 48 hours before the meeting; returning a proxy does not preclude personal attendance. AGM resolutions will be decided by poll, with results published on the HKEX and company websites.
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