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POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 24 MAY 2024

2024-05-24 00:00:00

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.(incorporated in the Cayman Islands with limited liability) (Stock Code: 8188) POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 24 MAY 2024 Reference is made to the notice of annual general meeting (the “Notice of AGM”) of GME Group Holdings Limited (the “Company”) and the circular of the Company dated 11 April 2024 (the “Circular”). Unless otherwise specified herein capitalised terms used herein shall have the same meanings as those defined in the Circular.POLL RESULTS OF THE AGM The Board is pleased to announce that the proposed ordinary resolutions (the “Resolutions”) as set out in the Notice of AGM were duly passed by the shareholders of the Company (the “Shareholders”) by way of poll at the AGM held on Friday 24 May 2024 at Room 1001-2 10/F 148 Electric Road Hong Kong. The Company’s branch share registrar in Hong Kong Tricor Investor Services Limited was appointed as the scrutineer for the vote-taking at the AGM. The poll results in respect of the Resolutions proposed at the AGM are as follows: Number of votes (percentage ORDINARY RESOLUTIONS (Notes) of total number of votes) FOR AGAINST 1. To receive consider and adopt the audited 249615600 0 consol ida ted f inancia l s ta tements of the (100.00%) (0.00%) Company and its subsidiaries and the reports of the directors of the Company and the auditor of the Company for the year ended 31 December 2023. 1Number of votes (percentage ORDINARY RESOLUTIONS (Notes) of total number of votes) FOR AGAINST 2. To declare a final dividend of HK5 cents per 249615600 0 share of the Company for the year ended 31 (100.00%) (0.00%) December 2023. 3. (a) To re-elect Mr. Chuang Wei Chu as an 249615600 0 executive Director. (100.00%) (0.00%) (b) To re-elect Ir Ng Wai Ming Patrick as an 249615600 0 independent non-executive Director. (100.00%) (0.00%) 4. To elect Ms. Chuang Yau Ka as a non-executive 249615600 0 Director. (100.00%) (0.00%) 5. To authorise the Board to fix the respective 249615600 0 Directors’ remuneration. (100.00%) (0.00%) 6. To re-appoint BDO Limited as the Company’s 249615600 0 independent auditor and to authorise the Board (100.00%) (0.00%) to fix their remuneration. 7. (A) T o g r a n t a g e n e r a l m a n d a t e t o t h e 249615600 0 Directors to allot issue and deal with (100.00%) (0.00%) additional shares of the Company with an aggregate number of not exceeding 20% of the number of shares of the Company in issue as at the date of passing of this resolution. (Note 5) (B) T o g r a n t a g e n e r a l m a n d a t e t o t h e 249615600 0 Directors to repurchase shares of the (100.00%) (0.00%) Company of which an aggregate number of not exceeding 10% of the number of shares of the Company in issue as at the date of passing of this resolution. (Note 5) (C) To extend the general mandate granted to 249615600 0 the Directors to allot issue and deal with (100.00%) (0.00%) additional shares in the capital of the Company under resolution numbered 7(A) to include the number of shares of the Company repurchased pursuant to the general mandate to repurchase shares under resolution numbered 7(B). (Note 5) 2As more than 50% of the votes were cast in favour of the Resolutions 1 to 7 all these Resolutions were duly passed as ordinary resolutions of the Company at the AGM.Notes: 1. As at the date of the AGM the total number of issued Shares was 487808000 Shares representing the total number of Shares entitling the Shareholders to attend and vote for or against the Resolutions at the AGM. 2. There were no Shareholders required to abstain from voting in favour of the Resolutions at the AGM as set out in Rule 17.47A of the GEM Listing Rules. 3. There were no Shareholders required under the GEM Listing Rules to abstain from voting on the Resolutions at the AGM. 4. None of the Shareholders has stated their intention in the Circular containing the Notice of AGM to vote against or to abstain from voting on any of the Resolutions at the AGM. 5. The full text was set out in the Notice of AGM. 6. Executive Director Mr. Chuang Chun Ngok Boris and independent non-executive Directors Mr. Lam Man Bun Alan Mr. Lau Chun Fai Douglas and Ir Ng Wai Ming Patrick attended the AGM in person.PAYMENT OF FINAL DIVIDEND As the proposed final dividend of HK5 cents per Share for the year ended 31 December 2023 has been approved by the Shareholders at the AGM the Company would like to remind the Shareholders that the final dividend is to be payable in cash in Hong Kong dollars and the register of members of the Company will be closed from Thursday 30 May 2024 to Friday 31 May 2024 both days inclusive for the purpose of ascertaining Shareholders’ entitlement to the final dividends during which period no transfer of Shares will be registered. The final dividends will be paid on Thursday 20 June 2024.Shareholders whose names appear on the register of members of the Company on Wednesday 29 May 2024 will be entitled to the final dividends. In order to qualify for the final dividends all transfers accompanied by the relevant share certificates must be lodged with the Hong Kong branch share registrar of the Company Tricor Investor Services Limited at 17/F Far East Finance Centre 16 Harcourt Road Hong Kong not later than 4:30 p.m. on Wednesday 29 May 2024.APPOINTMENT OF NON-EXECUTIVE DIRECTOR Upon approval by the Shareholders at the AGM Ms. Chuang Yau Ka (“Ms. Chuang”) was appointed as a non-executive Director. The term of office of Ms. Chuang shall be commencing from 24 May 2024 for an initial term of three (3) years. Ms. Chuang is entitled to a monthly salary of HK$20000 payable in arrears for the year ending 31 December 2024 and her emolument was determined by the Board with reference to her experience qualifications responsibilities involved in the Company the performance of the Group and the prevailing market conditions. 3The biographical details of Ms. Chuang have been set out in Appendix III to the Circular in accordance with Rule 17.50(2) of the GEM Listing Rules. As of the date of this announcement there is no change to such information.As at the date of this announcement Ms. Chuang is deemed within the meaning of Part XV of the SFO to be interested in 290120000 Shares representing approximately 59.5% of the issued Shares. Save as disclosed above there is no other information in relation to the appointment of Ms. Chuang that is required to be disclosed pursuant to Rule 17.50(2) of the GEM Listing Rules nor are there any matters that need to be brought to the attention of the Shareholders.By order of the Board GME Group Holdings Limited Chuang Chun Ngok Boris Chairman and executive Director Hong Kong 24 May 2024 As at the date of this announcement the executive Directors are Mr. Chuang Chun Ngok Boris and Mr. Chuang Wei Chu the non-executive Director is Ms. Chuang Yau Ka and the independent non-executive Directors are Mr. Lam Man Bun Alan Mr. Lau Chun Fai Douglas and Ir Ng Wai Ming Patrick.This announcement for which the Directors collectively and individually accept full responsibility includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors having made all reasonable enquiries confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive and there are no other matters the omission of which would make any statement herein or this announcement misleading.This announcement will remain on the “Latest Listed Company Information” page of the Stock Exchange website at www.hkexnews.hk for at least seven days from the date of its posting and on the Company’s website at www.gmehk.com. 4