REG - Winking Studios Ltd - Result of AGM

Winking StudiosAnnouncement

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RNS Number : 8895G  Winking Studios Limited  30 April 2025

WINKING STUDIOS LIMITED

(Company Registration No. 159882)

(Incorporated in the Cayman Islands)

 

 

RESULTS OF ANNUAL GENERAL MEETING

 

 

The Board of Directors ("Board") of Winking Studios Limited (the "Company"),
and together with its subsidiaries, the ("Group") is pleased to announce that
all resolutions set out in the Notice of Annual General Meeting ("AGM") dated
7 April 2025 were duly approved and passed by shareholders by way of poll at
the Company's AGM held at One Farrer Hotel, Level 6 Spottiswoode, 1 Farrer
Park Station Road, Singapore 217562 on Wednesday, 30 April 2025 at 4:00 p.m.
(Singapore time)/9:00 a.m. (UK time).

 

A copy of the presentation delivered during the AGM is released together with
this announcement and is available to all shareholders on the Company's
investor website: Winking Studios Limited - IR Home
(https://investor.winkingworks.com/) .

 

The information required under Rule 704(15) of Section B: Rules of Catalist of
the Listing Manual of the Singapore Exchange Securities Trading Limited (the
"Catalist Rules"), is set out below:

 

(a) Breakdown of all valid votes cast at the AGM

 

                                                                                                                                                             For                                                                                       Against

                                                                                  Total number of shares represented by votes for and against the relevant

                                                                                resolution

 Resolution number and details
                                                                                                                                                                          As a percentage of total number of votes for and against the resolution (%)                     As a percentage of total number of votes for and against the resolution (%)

                                                                                  Number of Shares                                                                                                                                                     Number of Shares

 Ordinary business

                                                                                  305,270,890                                                                305,270,890  100%                                                                         0                  0.00%

 Resolution 1

 To receive and adopt the Audited Financial Statements for the financial year
 ended

 31 December 2024, together with the Directors' Statement and the Independent
 Auditor's

 Report thereon.

                                                                                  305,270,890                                                                305,270,890  100%                                                                         0                  0.00%

 Resolution 2

 To declare a first and final dividend of S$0.00024 per ordinary share one-tier
 tax exempt for the financial year ended 31 December 2024.
                                                                                  305,270,890                                                                305,270,890  100%                                                                         0                  0.00%

 Resolution 3

 To re-elect Mr Oliver Yen (Yen, Chun Te) as a Director.

                                                                                  305,220,890                                                                305,220,890  100%                                                                         0                  0.00%

 Resolution 4

 To re-elect Mr Daniel Widdicombe as a Director.

                                                                                  305,220,890                                                                304,420,890  99.74%                                                                       800,000            0.26%

 Resolution 5

 To re-elect Mr Chang Yi-Hao as a Director.

                                                                                  305,220,890                                                                305,220,890  100%                                                                         0                  0.00%

 Resolution 6

 To approve the payment of Directors' fees of US$8,350.68 for the financial
 year ended 31 December 2024.

                                                                                  305,220,790                                                                305,220,790  100%                                                                         0                  0.00%

 Resolution 7

 To approve the payment of Directors' fees of US$184,500.00 for the financial
 year ending 31 December 2025, to be paid half yearly in arrears.

                                                                                  305,220,890                                                                304,420,890  99.74%                                                                       800,000            0.26%

 Resolution 8

 To re-appoint Messrs PricewaterhouseCoopers LLP as Auditors of the Company and
 to authorise the Directors to fix their remuneration.

 Special Business

                                                                                  305,220,890                                                                304,420,890  99.74%                                                                       800,000            0.26%

 Resolution 9

 To authorise the Directors to allot and issue shares.

                                                                                  62,674,454                                                                 62,674,454   100%                                                                         0                  0.00%

 Resolution 10

 To approve the proposed renewal of the general mandate for interested person
 transactions.

 

(b) Details of parties who are required to abstain from voting on any
resolution(s):

 

Mr Kao Shu-Kuo, a Non-Executive Director of the Company, is presently the
Chairman of the Board of Directors of Acer Gaming Inc.. Accordingly, in
accordance with Rule 920(1)(b)(viii) of the Catalist Rules, the Mandated
Interested Persons (as defined under section 2.6.3 of the Appendix to the
Notice of Annual General Meeting dated 7 April 2025) and their respective
associates, had abstained from voting at the AGM in respect of Resolution 10
relating to the proposed renewal of the IPT General Mandate. An aggregate of
282,846,436 shares are held by such shareholders.

 

(c)  Name of firm appointed as scrutineer:

 

Moore Stephens LLP was appointed as the independent scrutineer for the AGM.

 

(d) Re-appointment of Directors

 

Mr Oliver Yen (Yen, Chun Te) was re-elected at the AGM as a Director of the
Company and remains as the Finance Director and Group Chief Financial Officer.

 

Mr Daniel Widdicombe was re-elected at the AGM as a Director of the Company
and remains as an Independent and Non-Executive Director, the Chairman of the
AIM Compliance Committee and a member of the Audit, Risk and Disclosure
Committee. He is considered independent for the purposes of Rule 704(7) of the
Catalist Rules.

 

Mr Chang Yi-Hao was re-elected at the AGM as a Director of the Company and
remains as an Independent and Non-Executive Director, the Chairman of the
Remuneration Committee and a member of the Audit, Risk and Disclosure
Committee, Nominating Committee and AIM Compliance Committee. He is considered
independent for the purposes of Rule 704(7) of the Catalist Rules.

 

 

 

BY ORDER OF THE BOARD

 

 

 

MR JOHNNY JAN

Executive Director and Chief Executive Officer (Founder)

 

30 April 2025

 

Enquiries

 Singapore                                                              UK
 Winking Studios Limited                                                Via Alma

 Johnny Jan, Executive Director and Chief Executive Officer (Founder)

 Oliver Yen, Finance Director and Group Chief Financial Officer
 8PR Asia (Singapore Investor Relations)                                Alma Strategic Communications

 Alex Tan                                                               Justine James / David Ison / Emma Thompson

 +65 9451 5252                                                          +44 (0)20 3405 0205

 alex.tan@8prasia.com (mailto:alex.tan@8prasia.com)                     WKS@almastrategic.com (mailto:WKS@almastrategic.com)
 PrimePartners Corporate Finance Pte. Ltd. (Sponsor)                    Strand Hanson Limited

 Foo Jien Jieng                                                         (Financial and Nominated Adviser)

 sponsorship@ppcf.com.sg (mailto:sponsorship@ppcf.com.sg)               James Harris / James Bellman

                                                                        +44 (0)20 7409 3494
                                                                        SP Angel Corporate Finance LLP (Broker)

                                                                        Stuart Gledhill / Charlie Bouverat (Corporate Finance) Abigail Wayne / Rob
                                                                        Rees (Corporate Broking)

                                                                        +44 (0)20 3470 0470

 

 

Winking Studios Limited (the "Company") was listed on the Catalist of the
Singapore Exchange Securities Trading Limited (the "SGX-ST") on 20 November
2023 and was dual listed on AIM Market of the London Stock Exchange on 14
November 2024. The initial public offering and listing of the Company on the
Catalist of the SGX-ST was sponsored by PrimePartners Corporate Finance Pte.
Ltd. (the "Sponsor"). This announcement has been reviewed by the Sponsor. It
has not been examined or approved by the SGX-ST and the SGX-ST assumes no
responsibility for the contents of this announcement, including the
correctness of any of the statements or opinions made or reports contained in
this announcement. The contact person for the Sponsor is Ms. Foo Jien Jieng,
16 Collyer Quay, #10-00 Collyer Quay Centre, Singapore 049318,
sponsorship@ppcf.com.sg.

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018, as amended by virtue of the Market
Abuse (Amendment) (EU Exit) Regulations 2019.

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