Glory Flame Holdings Limited has announced a three-step capital reorganisation that will be put to shareholders at the 26 June 2026 annual general meeting (AGM).
1. Share consolidation • Every 20 issued and unissued shares of HK$0.01 each will be consolidated into one share of HK$0.20. • Post-consolidation authorised capital will remain HK$20.00 million, but will be represented by 100 million shares instead of 2 billion. • Issued share capital will change from 1,010.61 million shares to 50.53 million consolidated shares, with the book value unchanged at HK$10.11 million.
2. Capital reduction • Immediately after the consolidation, paid-up capital on each consolidated share will be reduced by HK$0.19, cutting the par value to HK$0.01. • The reduction will create a credit of approximately HK$9.60 million, to be transferred to the distributable reserve account.
3. Sub-division of unissued shares • All authorised but unissued consolidated shares of HK$0.20 will be split into 20 shares of HK$0.01 each. • Upon completion, authorised capital will revert to 2 billion shares of HK$0.01; the issued share count will remain 50.53 million.
Key rationale • The current share price of HK$0.034 translates into a board-lot value of HK$170, well below the HK$2,000 threshold cited by the Stock Exchange’s trading guide. • The 20-to-1 consolidation would lift the theoretical price to HK$0.68, raising the board-lot value to about HK$3,400 and meeting exchange guidelines. • Management believes a higher trading price could widen the investor base, particularly among institutions, while the lower post-reduction par value provides flexibility for future equity issues.
Other information • No shareholder is required to abstain from voting on the special resolution. • The share option scheme expired on 1 August 2024; the 6.20 million outstanding options will lapse before the expected 9 July 2026 effective date, so no adjustments are necessary. • Fractional entitlements will be aggregated and sold for the company’s benefit; an odd-lot matching service will be arranged. • Shareholders may exchange existing certificates (pink) for new ones (green) free of charge between 9 July and 14 August 2026.
Timetable highlights (subject to approvals and regulatory filings) • AGM: 10:00 a.m., 26 June 2026 • Expected effective date of consolidation, reduction and sub-division: 9 July 2026 • First day of trading in new shares: 9 July 2026
The board states that the proposals will not affect the group’s assets, operations or the relative rights of shareholders, aside from the handling of fractional shares. Shareholders and potential investors are advised to exercise caution until all conditions to the capital reorganisation are met.