ValueMax Group Limited Annual Report 2025: Key Highlights and Shareholder Updates

ValueMax Group Limited has released detailed responses to queries from the Singapore Exchange Securities Trading Limited (SGX-ST) regarding its annual report for the financial year ended 31 December 2025. The responses reveal several important points of interest for shareholders and investors, including disclosures on related party transactions, use of capital proceeds, remuneration policies, and board diversity targets. Below are the key highlights:

1. Reconciliation of Related Party Transactions

The Group provided a detailed breakdown of its sale and purchase of goods with director-related companies. The figures disclosed in Note 10 to the financial statements differ from the aggregate amounts in the interested person transaction table. The reconciliation is as follows:

• Sale of Goods: S\$1,544,000 to director-related companies, comprising S\$598,000 to interested persons disclosed in the annual report, S\$116,000 to interested persons with transactions under S\$100,000, and S\$830,000 to companies owned by directors’ relatives not classified as interested persons.
• Purchase of Goods: S\$5,741,000 from director-related companies, including S\$4,266,000 to interested persons disclosed in the annual report, S\$121,000 to interested persons with transactions under S\$100,000, and S\$1,354,000 to companies owned by directors’ relatives not classified as interested persons.

Potential Impact: The transparency and magnitude of these transactions could influence investor perception regarding related party dealings and governance standards, especially if there are concerns about potential conflicts of interest or non-arm’s-length dealings.

2. Use of Proceeds from Warrants Exercise

The Company raised approximately S\$25,880,000 from the exercise of warrants during the year. These proceeds were primarily deployed in the disbursement of loans in the pawnbroking business.

• The specific use of proceeds for working capital purposes is now clarified as fueling the core lending activity within pawnbroking.

Potential Impact: This is a price-sensitive disclosure, as it indicates that the capital raised is being actively used to expand the main business segment, which could drive growth and profitability. Investors may view this positively if the pawnbroking business is expected to deliver strong returns.

3. Remuneration Disclosure and Corporate Governance

The Company did not disclose the names and remuneration breakdown of its top three key management personnel, citing confidentiality and commercial sensitivity. The Board believes that such disclosures would not benefit the Company due to industry competition and management privacy concerns.

• The Board will continue to review its approach but appreciates the objective of transparency under Principle 8 of the Code of Corporate Governance.

Potential Impact: While not immediately price-sensitive, the lack of transparency regarding executive remuneration could be a concern for shareholders focused on governance and accountability, potentially affecting investor confidence.

4. Board Diversity Policy and Progress

The Company has set and achieved specific board diversity targets:

• Skills Diversity: Board comprises members with backgrounds in finance, technology, commodities, pharmaceuticals, event management, legal, and more.
• Gender Diversity: At least 20% female representation achieved (2 out of 7 directors are female).
• Board Independence: More than half the board members are independent (4 out of 7).
• Age Diversity: Directors range from their forties to seventies, ensuring broad perspective and experience.

The Board plans to maintain these targets going forward. The diversity of skills, talents, experience, and backgrounds is seen as serving the Company’s evolving needs and plans. Potential Impact: This positive governance development may improve investor sentiment, particularly among ESG-focused investors.

5. Overall Governance and Board Composition

The Company highlighted the diverse mix of backgrounds and expertise of its Board, with directors experienced in strategic planning, business management, investment, entrepreneurship, and leadership across Asia. The Board’s composition is chosen to support the Company’s business vision and growth strategies.

Summary for Investors

• The deployment of S\$25.88 million in fresh capital into pawnbroking is a key growth driver and likely to impact future earnings.
• Transparency around related party transactions is improved, but shareholders should monitor governance standards and potential conflicts.
• Ongoing commitment to board diversity and independence is a positive for governance and future resilience.
• Lack of detailed remuneration disclosure may be a concern for some investors.

Disclaimer: The above information is based on ValueMax Group Limited’s responses to SGX-ST queries as part of its annual report for FY2025. This article is for informational purposes only and does not constitute investment advice. Investors are advised to conduct their own research and consult professional advisers before making investment decisions.

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