Garden Stage Limited has appointed Raymond Wai Lok Fong as an executive director, effective September 27, 2025, following approval by the Board and its Compensation Committee. Mr. Fong has been a consultant to the company since April 2024 and previously served as a director from August 2022 to March 2024.
He brings more than 24 years of experience in the financial services industry, including participation in over 110 IPO underwriting and placement projects, and holds a Chartered Financial Analyst designation. Under an executive directorship agreement dated September 29, 2025, Mr. Fong will receive an annual Board fee of $96,000, payable quarterly, and a one-time signing bonus of $300,000.
Garden Stage Limited reports the results of its extraordinary general meeting, where shareholders approved several changes to its capital structure and governance documents. About 10,397,499 ordinary shares, representing approximately 14.04% of voting power as of September 2, 2025, were represented by proxy, with each share entitled to one vote.
Shareholders passed resolutions to redesignate authorized share capital into 490,750,000 Class A Ordinary Shares and 9,250,000 Class B Ordinary Shares, adopt a Second Amended and Restated Memorandum and Articles of Association, and authorize administrative updates to company records. They also approved a potential consolidation of Class A Ordinary Shares on a basis ranging from no consolidation to 1-for-250, with the exact ratio to be determined by the board within three years, and allowed the meeting chairperson discretion to adjourn if needed for further proxy solicitation.
The company filed a current report disclosing an opinion from Travers Thorp Alberga, Cayman Islands counsel, on the validity of securities being registered. The filing attaches a Form of Securities Purchase Agreement dated September 12, 2025 between the company and the purchasers identified as Garden Stage Limited. The document is signed by Sze Ho, CHAN in the capacity of Chief Executive Officer with a signature date of September 17, 2025. The disclosure indicates completion of legal steps related to the registration and sale of securities under the agreement.
Garden Stage Limited is offering ordinary shares at a public offering price of $0.034 per share, with gross proceeds before expenses shown as $4,900,000. The prospectus supplement outlines use of proceeds for working capital and general corporate purposes and highlights that the company’s ordinary shares trade on Nasdaq under the symbol GSIW. The document includes definitions, licenses held by operating subsidiaries (I Win Securities and I Win Asset Management), and service descriptions for underwriting, brokerage, advisory and asset management.
The filing discloses historical capital activity and pro forma adjustments including multiple share issuances at various prices and stock-based compensation. Consolidated shareholders’ equity line items shown include additional paid-in capital $15,718,364 (with later pro forma amounts listed) and an accumulated deficit of $8,986,615. Risk and regulatory compliance disclosures note potential adverse regulatory outcomes and customary securities offering terms including warrants, debt and unit descriptions.