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Sunday, July 26th, 2026

Laguna Resorts & Hotels 2026 AGM Minutes: Dividend Approval, Director Elections, Financial Results, and Free Float Delisting Risk

Laguna Resorts & Hotels 2026 AGM: Robust Financial Performance, Dividend, Director Elections, and Free Float Risks

Laguna Resorts & Hotels Public Company Limited (LRH) held its 2026 Annual General Meeting (AGM) via e-AGM on April 22, 2026, with shareholder attendance representing 90.37% of paid-up capital. The meeting covered the company’s strong financial results, dividend declaration, director elections, remuneration approval, auditor appointment, and a critical update on the company’s free float non-compliance, which may impact LRH’s stock trading and valuation.

Key Financial Highlights

  • Record Revenue: LRH Group reported total revenue of Baht 9.3 billion for 2025, up from Baht 7.6 billion in 2024 – a 22.4% increase.
  • Profit Surge: Net profit soared to Baht 2.0 billion, driven by improved operational efficiency and strong business performance.
  • Hotel Business: Revenue from hotels reached Baht 3.9 billion. Banyan Tree Phuket achieved record results, with Average Daily Rate (ADR) up 9% year-on-year and improved RevPAR across Phuket properties.
  • Property Sales: Property sales revenue hit Baht 4.9 billion, an 85% year-on-year increase. Contracted sales stood at Baht 6.1 billion, and sales backlog at Baht 14.7 billion, supporting future revenue visibility.
  • Balance Sheet: Total assets reached Baht 35 billion (+11%). Liabilities increased to Baht 17 billion (+12%), mainly from property sales deposits. Equity increased by Baht 1.8 billion, reflecting profit growth.
  • Cash Flow: Operating cash inflow was Baht 337 million, with Baht 1.38 billion invested (notably in Banyan Tree Bintan and hotel renovations), and Baht 904 million in financing inflow. Ending cash fell by Baht 113 million.

Dividend Declaration

  • Dividend Approved: The AGM approved a cash dividend of Baht 1.45 per share (total Baht 241,689,916) for shareholders as of May 5, 2026 (Record Date). Payment is scheduled for May 20, 2026.
  • Dividend Policy: LRH aims for stable and gradual dividend growth, reflecting its strong financial position.

Director Elections and Remuneration

  • Re-election: Four directors (Mr. Ho KwonPing, Mr. Ariel P Vera, Mr. Stuart David Reading, Ms. Ho Ren Yung) were unanimously re-elected for another term.
  • Director Remuneration: The AGM approved a 2% increase in directors’ monetary remuneration, retroactive to January 1, 2026. Spa & Gallery vouchers are provided to Independent and Non-Executive Directors (USD 10,500/year).

Auditor Appointment

  • EY Office Limited: Four auditors from EY Office Limited were appointed for 2026, with fees set at Baht 875,000 for LRH and Baht 10,155,000 for LRH and subsidiaries.

Critical Update: Free Float Non-Compliance and Potential Delisting

  • Regulatory Risk: LRH remains non-compliant with the SET’s 15% free float requirement. Its shares have been suspended from trading (SP sign) since June 5, 2025.
  • Delisting Risk: The SET may announce LRH securities as subject to possible delisting (NC sign) and maintain trading suspension. If mandatory delisting is ordered, LRH shares will trade for 7 days prior to delisting, providing a limited exit window for shareholders.
  • Shareholder Concerns: Questions about voluntary delisting, tender offers, and fair price for minority shareholders were raised. Management clarified that such actions require the major shareholder’s decision, who currently has no plans to proceed. The gap between market price and book value remains unaddressed.
  • Off-Market Transactions: While shares are suspended, shareholders may transfer shares via securities brokerage firms and TSD. In a delisting scenario, SET will allow a brief trading period.
  • No Plan to Increase Free Float: Management reiterated that increasing free float depends on the major shareholder’s cooperation, which is not forthcoming due to current business strategies.

Other Investor-Relevant Details

  • Undeveloped Land Holdings: LRH owns approximately 900 rai of undeveloped land in Laguna Phuket, carried at cost on the books.
  • Development Pipeline:
    • Banyan Tree Oceanfront Villas (Aegir): Q4/2025 onwards
    • Banyan Tree Seaview Residences (Sirena): 2027
    • Banyan Tree Beach Terraces (Nammu): Q1/2026 onwards
    • Banyan Tree Lagoon Pool Villa (Yara): Q4/2026 onwards
    • Skypark Celeste: Q1/2026 onwards
    • Lakelands condos/villas: 2027
  • Interest-Bearing Debt: Stands at approximately 17% of total assets.
  • Anti-Corruption Certification: LRH maintains CAC certification, with recertification approved in 2025.

Potential Price-Sensitive Issues

  • Material Regulatory Risk: The free float shortfall and looming delisting represent significant risks to shareholder value and the company’s listed status. Investors should consider the risk of illiquidity and potential forced exits.
  • Dividend and Profit Growth: The strong financial performance and generous dividend payout could be positive for investor sentiment, offsetting some regulatory concerns.
  • Development Pipeline: LRH’s substantial land bank and ongoing projects may offer long-term growth, but asset revaluation is not currently considered.

Conclusion

While LRH delivered a stellar financial performance and approved a substantial dividend, the regulatory risk from SET free float non-compliance and the threat of delisting are material concerns for shareholders and could significantly affect share value and liquidity. Investors are advised to monitor developments closely and consider these risks in their investment decisions.


Disclaimer: This article is for informational purposes only and does not constitute financial advice. Investors should perform their own due diligence and consult with professional advisors before making investment decisions. The information is based on the official AGM minutes and may be subject to change or further clarification by the company or regulatory authorities.

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