HKE Holdings Limited (HKE Holdings; 01726) has executed a Supplemental Framework Agreement that amends the continuing connected-party framework originally signed on 20 January 2026 with its wholly owned subsidiaries Hong Kong BGE Limited (BGE) and Quality Union Limited (QUL) and the connected party Monmonkey Group Securities Limited (MMK).
Key amendments
1. Revised Term • The agreement will now run from the later of (i) Independent Shareholders’ approval at an upcoming EGM, (ii) receipt of all regulatory clearances including SFC approval for QUL’s virtual-asset (VA) trading licence, or (iii) 1 July 2026, through to 30 June 2029. The previous expiry date was 31 December 2028. • VA trading between QUL and MMK will continue to be executed exclusively over-the-counter via BGE’s virtual-asset platform.
2. Material uplift in annual caps • Platform Service Fees (US$): FY27 – 1.57 million; FY28 – 3.13 million; FY29 – 6.26 million. • VA Trades (US$ transaction value): FY27 – 626.00 million; FY28 – 1.25 billion; FY29 – 2.50 billion. • Compared with the original caps, the new limits increase the aggregate ceiling for FY27–FY28 and add a further year to end-FY29. The upward revision reflects (i) MMK’s historical VA turnover of about US$0.31 billion (Mar-25 to Feb-26), (ii) market fee benchmarks of 0.03%–0.25% of trade value (upper end applied), and (iii) projected 100% year-over-year growth in VA trading volumes.
3. Connected-transaction classification • MMK is 100% owned by MMK Holdings, which is 94% controlled by HKE Holdings’ executive director and controlling shareholder Mr. Lin Ho Man, making MMK a connected person under Chapter 14A of the Hong Kong Listing Rules. • The revised caps exceed 5% of relevant percentage ratios and HK$10 million annually; hence, the transactions remain non-exempt continuing connected transactions requiring disclosure, annual review and Independent Shareholder approval.
Governance and internal controls
• Pricing safeguards: BGE will ensure platform service fees charged to MMK remain within the range applied to independent third-party clients. • Trade monitoring: QUL will benchmark MMK’s bid/ask quotes against prevailing market prices and other independent clients before executing VA trades. • Cap monitoring: The finance department will track daily utilisation of the revised caps; services or trades will be suspended if utilisation threatens to exceed approved limits. • Oversight: Independent non-executive directors and external auditors will conduct annual reviews to confirm compliance with agreement terms and caps.
Next steps
An extraordinary general meeting will be convened before 30 April 2026 for Independent Shareholders to vote on the revised framework. Mr. Lin and his associates will abstain from voting. A circular detailing the revisions, along with independent advice, will be dispatched on or before 30 April 2026.
Strategic rationale
Management cites regulatory developments—specifically the SFC’s 11 February 2026 circular permitting affiliated market makers on licensed VA platforms—and MMK’s growing client trading volumes as drivers for extending the agreement and lifting caps. The moves aim to align with the postponed start date (on or after 1 July 2026) and to support the expansion of HKE Holdings’ fintech platform revenue stream.