Fast Track Group (FTRK) plans EGM on 1-for-20 reverse split and dual-class
Rhea-AI Filing Summary
Fast Track Group will hold an extraordinary general meeting on August 17, 2026. Shareholders of record holding ordinary shares at the close of business on July 15, 2026 may receive notice and vote.
Shareholders are asked to approve a 1:20 reverse share split of all authorized, issued and unissued ordinary shares, consolidating every twenty US$0.001 shares into one US$0.02 share, while keeping authorized share capital at US$50,000 divided into 2,500,000 ordinary shares of US$0.02 each. Additional proposals would authorize directors to address fractional entitlements, redesignate post-split ordinary shares into Class A and Class B ordinary shares with rights set out in a second amended and restated memorandum and articles of association, adopt that Amended MAA, and empower the board to complete related corporate and Cayman Islands filings. Shareholders can vote in person or by proxy, with each ordinary share carrying one vote.
Positive
- None.
Negative
- None.
Key Figures
Key Terms
Redesignation regulatory
second amended and restated memorandum and articles of association regulatory
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FAQ
When is Fast Track Group (FTRK)'s extraordinary general meeting?
What authority will Fast Track Group (FTRK)'s board receive if all proposals pass?
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of July 2026
Commission File Number: 001-42426
FAST TRACK GROUP
(Exact Name as Specified in its Charter)
600 North Bridge Road, Parkview Square #24-01
Singapore 188778
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (7): ☐
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.
On July 28, 2026, Fast Track Group (the “Company”) announced that it will hold its extraordinary general meeting of shareholders (the “EGM”) on August 17, 2026. Shareholders of record who hold ordinary shares of the Company at the close of business on July 15, 2026, will be entitled to notice of and to vote at the EGM and any postponements or adjournments thereof.
At the EGM, the shareholders will be asked to vote on (1) proposal one: to consider and approve by ordinary resolution a reverse share split of the Company’s authorized issued and unissued Ordinary Shares by way of a consolidation at an exchange ratio of 1:20 such that (i) every twenty (20) issued and unissued Ordinary Shares of a nominal or par value of US$0.001 each in the capital of the Company will be consolidated into one (1) Ordinary Share of a nominal or par value of US$0.02 each and (ii) the authorized share capital of the Company of US$50,000 divided into 50,000,000 Ordinary Shares of a nominal or par value of US$0.001 each will become US$50,000 divided into 2,500,000 Ordinary Shares of a nominal or par value of US$0.02 each (the “Reverse Share Split”); (2) proposal two: to consider and approve by ordinary resolution, in respect of any fractional entitlements to the issued consolidated shares resulting from the Reverse Share Split, if so determined by the Directors in their sole discretion, the authorization of the Directors to settle as they consider expedient any difficulty which arises in relation to the Reverse Share Split, including but without prejudice to the generality of the foregoing capitalizing all or any part of any amount for the time being standing to the credit of any reserve or fund of the Company (including its share premium account and profit and loss account, to the extent as permitted by the applicable laws) whether or not the same is available for distribution and applying such sum in paying up unissued Ordinary Shares to be issued to shareholders of the Company to round up any fractions of Ordinary Shares issued to or registered in the name of such shareholders of the Company following or as a result of the Reverse Share Split; (3) proposal three: following the approval of the Reverse Share Split, to consider and approve by special resolution the redesignation of the Ordinary Shares of a nominal or par value of US$0.02 each in the capital of the Company as follows: (i) 1,090,625 issued Ordinary Shares of a nominal or par value of US$0.02 each, held by the existing shareholders of the Company be redesignated into 1,090,625 Class A Ordinary Shares of a nominal or par value of US$0.02 each, having the rights and being subject to the restrictions set out in the Amended MAA (as defined below), and (ii) 1,409,375 authorized but unissued Ordinary Shares of a nominal or par value of US$0.02 each in the capital of the Company be redesignated into 659,375 Class A Ordinary Shares of a nominal or par value of US$0.02 each and 750,000 Class B Ordinary Shares of a nominal or par value of US$0.02 each, having the rights and being subject to the restrictions set out in the Amended MAA, (collectively, the “Redesignation”); (4) proposal four: to consider and approve by special resolution the adoption of the second amended and restated memorandum and articles of association (the “Amended MAA”), furnished as Exhibit 3.1 to this Report on Form 6-K, in replacement of the amended and restated memorandum and articles of association as adopted on 1 July 2024, subject to and conditional upon approval of the Reverse Share Split and the Redesignation; and (5) proposal five: to consider and approve by ordinary resolution the authorization of the board of directors to do all other acts and things as the board of directors considers necessary or desirable in connection with the Reverse Share Split, the Redesignation and the adoption of the Amended MAA, including without limitation, attending to the necessary filing with the Registrar of Companies in the Cayman Islands.
The proposed Amended MAA, the notice of the EGM, and the form of proxy card are furnished herewith as Exhibits 3.1, 99.1 and 99.2, respectively.
Exhibits
| Exhibit Number | Description of Exhibit | |
| 3.1 | Proposed Second Amended and Restated Memorandum of Association | |
| 99.1 | Notice of Extraordinary General Meetings of the Shareholders of the Company | |
| 99.2 | Form of Proxy Card |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: July 28, 2026
| FAST TRACK GROUP | ||
| By: | /s/ Lim Sin Foo, Harris | |
| Name: | Lim Sin Foo, Harris | |
| Title: | Chief Executive Officer and Director | |
Exhibit 99.1
Exhibit 99.2
FAST TRACK GROUP
incorporated in the Cayman Islands
Company No. 410508
(the
Company)
FORM OF PROXY CARD
EXTRAORDINARY GENERAL MEETING
(the Meeting)
17 August 2026
The undersigned hereby appoints the Chairman of the Meeting as proxy with full power of substitution, to represent and to vote as set forth herein all the Ordinary Shares in the Company which the undersigned is entitled to vote at the Meeting of the Company and any adjournments or postponements thereof, as designated below. If no designation is made, the proxy, when properly executed, will be voted “FOR” all proposals of the Meeting.
| RESOLUTIONS | For | Against | Abstain | |||||
1. ORDINARY RESOLUTION |
||||||||
| To consider and approve by ordinary resolution a reverse share split of the Company’s authorised issued and unissued Ordinary Shares by way of a consolidation at an exchange ratio of 1:20 such that (i) every twenty (20) issued and unissued Ordinary Shares of a nominal or par value of US$0.001 each in the capital of the Company will be consolidated into one (1) Ordinary Share of a nominal or par value of US$0.02 each and (ii) the authorised share capital of the Company of US$50,000 divided into 50,000,000 Ordinary Shares of a nominal or par value of US$0.001 each will become US$50,000 divided into 2,500,000 Ordinary Shares of a nominal or par value of US$0.02 each (the Reverse Share Split). | ||||||||
| 2. ORDINARY RESOLUTION | ||||||||
|
To consider and approve by ordinary resolution, in respect of any fractional entitlements to the issued consolidated shares resulting from the Reverse Share Split, if so determined by the Directors in their sole discretion, the authorisation of the Directors to settle as they consider expedient any difficulty which arises in relation to the Reverse Share Split, including but without prejudice to the generality of the foregoing capitalising all or any part of any amount for the time being standing to the credit of any reserve or fund of the Company (including its share premium account and profit and loss account, to the extent as permitted by the applicable laws) whether or not the same is available for distribution and applying such sum in paying up unissued Ordinary Shares to be issued to shareholders of the Company to round up any fractions of Ordinary Shares issued to or registered in the name of such shareholders of the Company following or as a result of the Reverse Share Split. |
||||||||
| 3. SPECIAL RESOLUTION | ||||||||
| Following the approval of the Reverse Share Split, to consider and approve by special resolution the redesignation of the Ordinary Shares of a nominal or par value of US$0.02 each in the capital of the Company as follows: | ||||||||
| (i) | 1,115,726 issued Ordinary Shares of a nominal or par value of US$0.02 each, held by the existing shareholders of the Company be redesignated into 1,115,726 Class A Ordinary Shares of a nominal or par value of US$0.02 each, having the rights and being subject to the restrictions set out in the Amended MAA (as defined below); and | |||||||
| (ii) | 1,384,274 authorised but unissued Ordinary Shares of a nominal or par value of US$0.02 each in the capital of the Company be redesignated into 1,284,274 Class A Ordinary Shares of a nominal or par value of US$0.02 each and 100,000 Class B Ordinary Shares of a nominal or par value of US$0.02 each, having the rights and being subject to the restrictions set out in the Amended MAA, (collectively, the Redesignation). | |||||||
| 4. SPECIAL RESOLUTION | ||||||
|
To consider and approve by special resolution the adoption of the second amended and restated memorandum and articles of association in the form provided in the following link: https://www.transhare.com/fasttrack (the Amended MAA) in replacement of the amended and restated memorandum and articles of association as adopted on 1 July 2024, subject to and conditional upon approval of the Reverse Share Split and the Redesignation. |
||||||
| 5. ORDINARY RESOLUTION | ||||||
|
To consider and approve by ordinary resolution the authorisation of the board of directors to do all other acts and things as the board of directors considers necessary or desirable in connection with the Reverse Share Split, the Redesignation and the adoption of the Amended MAA, including without limitation, attending to the necessary filing with the Registrar of Companies in the Cayman Islands. |
Dated:
| BY: | ||
| SHAREHOLDER | ||
| (for individual shareholders) | ||
| BY: | ||
| AUTHORISED SIGNATORY | ||
| ACTING FOR AND ON BEHALF OF THE SHAREHOLDER | ||
| (for corporate shareholders) | ||
NOTES
| 1 | A shareholder entitled to attend and vote at the Meeting may appoint a proxy to attend and, on a poll, vote in place of the shareholder. A proxy need not be a shareholder of the Company. If the appointor is a company, this form must be executed under its common seal or the hand of a duly authorised officer. |
| 2 | If the proxy form is returned without an indication as to how the proxy is to vote on a particular matter, the proxy will exercise the proxy’s discretion as to whether, and how the proxy will vote. |
| 3 | In the case of joint holders, any holder may sign this form. |
| 4 | Any alterations made in this form must be initialled. |
| 5 | If you were a shareholder of record of the Company’s Ordinary Shares on the Record Date, being close of business on 15 July 2026 (U.S. Eastern Time), you may vote by submitting a proxy or in person at the Meeting not less than 48 hours before the time for holding the Meeting or adjourned Meeting at which the proxy is to be used. Each Ordinary Share that you own in your name entitles you to one (1) vote on the applicable proposals. You may submit your proxy by the following options. |
| (a) | by Internet, which we encourage if you have Internet access: |
Step 1: Go to http://www.transhare.com
Step 2: Click the “Vote Your Proxy” link
Step 3: Click on the tab for “Fast Track Group”
Step 4: Click “Submit Your Vote” link
Step 5: Enter your Control Number.
| (b) | by Email, please email your signed proxy card to Proxy@Transhare.com; | |
| (c) | by fax, please fax your signed proxy card to: +1 (727) 269 5616; or | |
| (d) | by mail, please sign, date and mail your signed proxy card to: |
Proxy Team
Transhare Corporation
17755 US Highway 19 N
Suite 140
Clearwater, FL 33764
If you hold your shares through an account with a bank or broker, your ability to vote by the Internet depends on their voting procedures. Please follow the directions that your bank or broker provides.
| 6 | Delivery of the form of proxy shall not preclude a shareholder from attending and voting in person at the Meeting or upon the poll concerned and in such event, the form of proxy shall be deemed to be revoked. |