Net Pacific Holdings Limited 2025 AGM: Comprehensive Highlights and Key Shareholder Information

Net Pacific Holdings Limited (formerly known as Net Pacific Financial Holdings Limited) held its Annual General Meeting (AGM) on 20 November 2025 at the AIA Tower in Singapore. The meeting, presided over by CEO and Executive Director Mr Ong Chor Wei @ Alan Ong, covered a broad range of critical topics, including financial performance, re-election of directors, remuneration, and key resolutions that could have material impacts on the company’s future direction and, potentially, its share price.

1. Key Financial Performance and Questions Raised

• Administrative Expenses: Shareholders queried the high administrative expenses of S\$33 million. The Chairman explained that these costs included both the company’s golf and luggage operations, as well as head office operations. He highlighted that gross profits in both business verticals were not ideal, mainly due to the challenging market environment in China and order delays in the luggage business. Head office costs primarily comprised Directors’ fees and compliance costs.
• Trade Receivables and Impairment Loss: Another shareholder raised concerns over the S\$32 million in trade receivables and a S\$70 million cumulative impairment loss at a subsidiary. Management clarified that these were intercompany balances and impairment losses related to investments and advances in subsidiaries, and do not directly impact the Group’s operational profit.
• Auditors’ Qualified Opinion: The company faced questions regarding the auditors’ inability to provide an opinion in the previous year. The Chairman explained this was due to differing views on whether the company had control over an Australian intermediary involved in loan operations. He assured shareholders that these audit issues had been addressed and resolved in the current year.

Investor Takeaway: The explanations on administrative costs and impairment losses suggest ongoing challenges in operational efficiency and the business environment, particularly in China. The audit clarification and resolution are important for investor confidence in the company’s transparency and governance.

2. Voting Results and Resolutions Passed

• Adoption of Directors’ Statement and Audited Financial Statements: Approved with 99.92% votes in favour. The statements cover the year ended 30 June 2025.
• Re-election of Directors:
  • Mr Chung Wai Man re-elected as Independent Non-Executive Chairman and Chairman of the Nominating Committee (99.97% in favour).
  • Mr Zhou Wen Jie re-elected as Non-Independent Non-Executive Director (99.95% in favour).
  • Mr Ben Lee re-elected as Non-Independent Non-Executive Director and member of the Nominating and Remuneration Committees (99.95% in favour).
• Directors’ Fees:
  • S\$119,000 approved for the period from 1 January 2025 to 30 June 2025 (99.90% in favour).
  • Up to S\$238,000 approved for the financial year ending 30 June 2026, to be paid half-yearly in arrears—a notable decrease from S\$357,000 in 2025 (99.87% in favour).
• Re-appointment of Auditors: Foo Kon Tan LLP re-appointed as auditors with 100% of votes in favour.

Investor Takeaway: The reduction in Directors’ fees may signal cost control efforts, while the strong support for directors and auditors reflects shareholder confidence in current management and governance structures.

3. Special Business Resolutions

• Authority to Allot and Issue New Shares:
  • Directors are authorised to allot and issue new shares and/or instruments up to 100% of issued shares (excluding treasury shares and subsidiary holdings), with up to 50% on a non-pro-rata basis. This authority is valid until the next AGM.
  • This resolution provides significant flexibility for the company to raise capital, pursue acquisitions, or fund growth initiatives without returning to shareholders for further approval.
• Renewal of General Mandate for Interested Person Transactions:
  • The company renewed its mandate for transactions with interested persons, valid until the next AGM.
  • Notably, a large portion of shares (239,750,600) abstained from voting, with 99.78% of the remaining shares in favour.

Investor Takeaway: The expanded authority to issue shares could be price-sensitive, as any future equity raising or dilution may impact share values. Similarly, the renewal of the interested person transaction mandate is crucial for ongoing business operations with related parties and may carry governance implications.

4. Other Noteworthy Points

• No Shareholder Questions Before Deadline: The company reported that no shareholders had submitted questions or comments before the stated deadline, but questions were raised and addressed during the AGM.
• Audit Issues Resolved: Past issues regarding the auditors’ qualified opinion have reportedly been fully resolved in the financial year ended 30 June 2025, removing a significant overhang on the company’s financial reporting credibility.

Conclusion

The 2025 AGM of Net Pacific Holdings Limited provided important updates on the company’s financial health, governance, and future flexibility regarding capital management. The resolution of audit issues, the reduction in Directors’ fees, and the granting of broad authority to issue new shares represent key developments for investors. While the company faces ongoing challenges in operational profitability, especially in its China-facing businesses, these AGM outcomes equip management with the tools to respond to future opportunities and risks. Investors should monitor for any capital-raising activities or related party transactions that could impact share value moving forward.

Disclaimer: The information provided in this article is for informational purposes only and does not constitute investment advice. Investors should perform their own due diligence and consult with financial advisors before making any investment decisions related to Net Pacific Holdings Limited.

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