LHN Limited Extraordinary General Meeting: Key Outcomes and Implications for Investors

SINGAPORE – LHN Limited (“LHN” or the “Company”) held its Extraordinary General Meeting (EGM) on 30 January 2026, with several critical resolutions that could have strategic and share price implications for investors. The EGM addressed major corporate governance changes, updates following the Company’s delisting from the Hong Kong Stock Exchange, and proposed amendments to its Performance Share Plan (PSP).

Key Highlights and Shareholder Decisions

• Adoption of New Constitution
  The EGM approved, by a large majority, the adoption of a new Constitution for LHN Limited. This change follows LHN’s delisting from the Hong Kong Stock Exchange in 2025. The new Constitution removes provisions related to Hong Kong Listing Rules and aligns the Company with the Singapore Exchange (SGX) Listing Rules. This includes updates on electronic communications, hybrid general meetings, and a term limit for directors—directors serving more than nine years must step down at the end of their ninth year. The special resolution passed with 98.34% of the votes in favor, strongly reflecting shareholder support for updated governance and regulatory compliance.
• Hong Kong Investors’ Share Conversion
  The Company clarified that while most Hong Kong-based shareholders have transferred their shares to Singapore, some remain with the Hong Kong Securities Clearing Company Limited (HKSCC) and individual investors. Shareholders without a Central Depository (CDP) account in Singapore were issued physical share certificates. To trade on the SGX, these holders must open a CDP account. This is an important operational update for investors, as lingering cross-market shareholdings can affect liquidity and settlement for LHN shares.
• Proposed Amendments to the LHN Performance Share Plan 2025 (PSP 2025)
  A significant proposal on the agenda was to amend the LHN PSP 2025 rules. However, this ordinary resolution did not receive shareholder approval, with 52.47% voting against and 47.53% in favor. The amendments included authorizing directors to administer and grant awards, allot and issue shares, or transfer treasury shares under the amended plan. The rejection of this resolution means the existing PSP rules remain in force, and no additional share-based incentives or participation by controlling shareholders (specifically Kelvin Lim and Jess Lim) under the new amendments will occur.
• Controlling Shareholders’ Participation in PSP 2025
  Two subsequent ordinary resolutions sought shareholder approval for Kelvin Lim and Jess Lim, both controlling shareholders, to participate in the amended PSP. Both resolutions were conditional upon the passage of the preceding resolution on PSP amendments; therefore, neither was put to a vote.

Potential Price Sensitive Issues and Investor Considerations

• Corporate Governance Overhaul: The adoption of a new Constitution—removing Hong Kong-specific regulations and introducing Singapore-centric governance—may be seen as a positive move towards greater regulatory alignment and transparency. The introduction of a nine-year term limit for directors could further enhance board independence and corporate governance, potentially making LHN more attractive to institutional investors.
• Blocked Share Incentives: The failure to pass amendments to the PSP 2025 may impact management’s ability to incentivize and retain key talent through share-based rewards. This could have implications for long-term strategic execution and alignment of management with shareholder interests, which investors should monitor closely.
• Liquidity and Shareholder Base Transition: The ongoing process for Hong Kong investors to convert their shares and the necessity for some to open CDP accounts could temporarily affect liquidity in LHN shares. Any delays or bottlenecks may impact trading volumes and, in turn, share price volatility.

Additional Information

The results of the EGM were announced on SGXNet post-trading hours on the day of the meeting, and the Company will also publish the full minutes of the EGM on SGXNet and its corporate website within one month.

Conclusion

This EGM marks a significant governance milestone for LHN Limited, with major constitutional updates and a clear stance from shareholders regarding executive and controlling shareholder participation in performance-based share plans. Investors should closely monitor subsequent announcements, as these changes and ongoing shareholder transitions could influence LHN’s share price and governance profile in the coming quarters.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence or consult their financial advisors before making investment decisions. The author and publisher are not liable for any losses arising from reliance on this information.

View LHN Historical chart here