Pasture Holdings Ltd. Annual General Meeting 2025: Comprehensive Investor Update

Overview

Pasture Holdings Ltd. (SGX: [Company Registration No.: 201731601W]) held its Annual General Meeting (AGM) on 23 October 2025 at Huone Singapore. The meeting was attended by the full board of directors, including Executive Chairman and CEO Mr. Soong Chin Kum Jonathan Lloyd, as well as representatives from Entrust Advisory Pte. Ltd. and Tricor Barbinder Share Registration Services, who served as the Scrutineers and Polling Agent, respectively.

Key Resolutions Passed

• Adoption of Audited Financial Statements (FY ended 30 June 2025):
  The company’s audited financial statements, directors’ statement, and independent auditors’ report were unanimously adopted. No shareholder questions were raised prior to the adoption.
• Declaration of Final Dividend:
  Shareholders approved a tax-exempt (one-tier) final dividend of S\$0.0023 per ordinary share for the financial year ended 30 June 2025. This direct cash return to shareholders is a positive signal and could be price sensitive, as dividend announcements often affect share price.
• Directors’ Fees Approved:
  Directors’ fees of S\$149,500.00 for the financial year ending 30 June 2026 were approved, to be paid half-yearly in arrears. The approval of remuneration can affect board stability and continuity.
• Director Re-Elections:
  • Ms. Teo Kwee Yee was re-elected as Non-Executive and Independent Director, Chairman of the Nominating Committee and member of the Audit Committee.
  • Ms. Low Su-Shing was re-elected as Non-Executive and Independent Director, Chairman of the Remuneration Committee and member of the Audit Committee.

  These re-elections ensure ongoing governance continuity and oversight for the company, which is important for investors monitoring board composition.

• Re-appointment of Auditors:
  Messrs RSM SG Assurance LLP was re-appointed as auditors. This signals stability and continued oversight in financial reporting.
• Authority to Allot and Issue Shares:
  The board was authorised to issue shares and convertible securities up to 100% of the total number of issued shares (excluding treasury shares and subsidiary holdings), subject to limits including a 50% cap for non-pro rata issues. This resolution is highly relevant for investors as it gives the company flexibility for future fundraising, acquisitions, or share-based transactions, which could dilute existing shareholdings or fuel growth.
• Authority to Issue Shares Under Pasture Performance Share Plan:
  The board may now grant share awards under the company’s Performance Share Plan, with a cap of 15% of the total issued shares (excluding treasury shares and subsidiary holdings). This provides incentives for employees and directors, potentially aligning interests but also introducing potential dilution.
• Renewal of Shareholders’ General Mandate for Interested Person Transactions:
  The general mandate for Interested Person Transactions (IPTs) under Chapter 9 of the Catalist Rules was renewed. This allows the company to transact with related parties under strict procedures, which could be material if large transactions are entered into.

Voting Results

All resolutions were passed with overwhelming support, most with 100% approval. The dividend resolution saw a minor dissent (0.0011% against).

Potential Price-Sensitive Developments

• Dividend Payment: The S\$0.0023 per share final dividend will directly impact shareholder returns and may support the share price.
• Share Issuance Mandate: The broad authority to issue shares and convertible securities up to 100% of the issued shares (with limits on non-pro rata issues) gives the company significant flexibility. Investors should monitor for future placements or fundraising, which could be dilutive or fuel expansion.
• Performance Share Plan: Up to 15% of the share capital may be issued under performance-based incentive schemes, which could impact future earnings per share and align management interests.
• Interested Person Transactions: Renewal of the IPT mandate allows the company to continue entering into related-party transactions, which could be significant if large deals are announced.

Corporate Governance Highlights

• Full attendance and re-election of independent directors ensures ongoing robust oversight.
• Board committees (Nominating, Remuneration, Audit) remain chaired by independent directors.
• No shareholder questions were received prior to the AGM, suggesting either strong confidence or lack of concerns on the published financials.

AGM Closure

The AGM concluded at 10:55 a.m. with all resolutions carried and no other business raised.

Disclaimer

This article is based on official AGM minutes and is intended for informational purposes only. Investors should conduct their own due diligence and consult financial advisors before making any investment decisions. Pasture Holdings Ltd. may announce further developments that could materially affect its share price and business outlook.

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