Winto Group (Holdings) Limited (“Winto Group”) will hold its Annual General Meeting on 30 June 2026 at 11:30 a.m. at 22/F, Euro Trade Centre, Central, Hong Kong. Key agenda items are as follows:
1. Financial Statements and Board Reports Shareholders will consider and adopt the audited consolidated financial statements together with the directors’ and independent auditor’s reports for the year ended 31 December 2025.
2. Board Composition Seven directors are standing for re-election: • Executive Directors – Lao Lai, Liu Heung Ming, Chen Yiliang, Kam Chun Ying Francis • Independent Non-executive Directors – Liu Weishi, Wang Shiling, Wong Chi Ling
3. Directors’ Remuneration The Board seeks authorisation to determine directors’ remuneration.
4. General Issuance Mandate The company requests authority to allot and issue shares up to 20% of the existing share capital during the mandate period, inclusive of related offer instruments such as warrants, bonds or options.
5. Share Repurchase Mandate A mandate is proposed to repurchase shares on the GEM or other recognised exchanges up to 10% of issued share capital within the same period.
6. Extension of Issuance Mandate Subject to approval of the above mandates, the share issuance limit may be extended by the nominal value of shares repurchased under the buy-back mandate, effectively adding up to an additional 10% capacity.
7. New Share Option Scheme Shareholders will vote on adopting a new share option scheme, permitting option grants over a number of shares not exceeding 10% of the company’s issued share capital (excluding any treasury shares) at the date of approval.
8. Service Provider Sublimit Conditional on the adoption of the new option scheme, a sublimit for granting options to service providers will be considered.
9. Change of Company Name (Special Resolution) The Board proposes changing the English name from “Winto Group (Holdings) Limited” to “Jiufang Digital Technology Holdings Limited” and adopting the Chinese name “玖方數智科技控股有限公司”. The change will take effect upon approval by the Cayman Islands Registrar of Companies.
Administrative Notes • Share transfer registration will be closed from 26 June 2026 to 30 June 2026, inclusive. Completed transfer forms must reach Tricor Investor Services Limited by 4:30 p.m. on 25 June 2026 to qualify for AGM attendance and voting. • Proxy forms must be lodged with Tricor Investor Services Limited by 11:30 a.m. on 28 June 2026. • Weather contingencies: if Typhoon Signal No. 8 or Black Rainstorm is expected after 8:00 a.m. on meeting day, the AGM will be adjourned; updates will be posted on the company’s website and HKExnews.
As at the notice date, the Board comprises four executive directors and three independent non-executive directors.
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