Super Hi (NASDAQ: HDL) holders back board, auditor, share mandates and new articles

Rhea-AI Filing Summary

Super Hi International Holding Ltd. reported the poll results from its June 12, 2026 annual general meeting, where all resolutions were approved by wide margins. Shareholders adopted the 2025 audited consolidated financial statements, re-elected four directors, and authorized the board to set director remuneration.

Deloitte & Touche LLP was re-appointed as auditor. Shareholders granted a general mandate allowing the board to issue shares and/or ADSs up to 20% of the issued share count and a separate mandate to repurchase up to 10%. A special resolution to adopt new articles of association also passed with more than 75% support.

Key Figures

Financial statements adoption support: 388,415,728 votes for (99.98%) Share issue mandate limit: 20% of issued shares Share repurchase mandate limit: 10% of issued shares +5 more

8 metrics

Financial statements adoption support 388,415,728 votes for (99.98%) Adoption of 2025 audited consolidated financial statements

Share issue mandate limit 20% of issued shares General mandate to allot, issue and deal in shares/ADSs

Share repurchase mandate limit 10% of issued shares General mandate to repurchase shares/ADSs

Total issued shares 650,299,000 shares Issued share capital as of AGM date

Trustee-held shares 61,933,000 shares (9.52%) Shares held by Futu Trustee Limited under share award scheme

Shares entitled to vote 588,366,000 shares Shares entitled to attend and vote on AGM resolutions

Auditor re-appointment support 388,477,091 votes for (99.99%) Re-appointment of Deloitte & Touche LLP

New articles approval 387,991,799 votes for (99.87%) Special resolution adopting new articles of association

Key Terms

annual general meeting, general and unconditional mandate, treasury shares, special resolution, +1 more

5 terms

annual general meeting financial

"POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON JUNE 12, 2026"

general and unconditional mandate financial

"To give a general and unconditional mandate to the Directors to allot, issue and deal with shares"

treasury shares financial

"shares (including any sale and transfer of shares out of treasury that are held as treasury shares)"

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

special resolution financial

"SPECIAL RESOLUTION | No. of Votes (Approximate %) FOR | AGAINST 5."

A special resolution is a formal shareholder vote that requires a higher-than-normal majority—typically around three-quarters—to approve major corporate changes, such as altering the company’s governing rules, selling the business, or winding it up. It matters to investors because it signals decisive, potentially value-altering actions that cannot be passed by a simple majority; think of it as needing extra votes to change the rules of a club, so minority interests are harder to override.

articles of association financial

"proposed amendments of the existing articles of association of the Company by way of adopting the new articles"

A company's articles of association are its written rulebook that sets how the business is run, how decisions are made, and what rights owners and directors have—covering voting, meetings, appointment and removal of directors, share classes and dividend policies. For investors, these rules matter because they determine how easily control can change, what protections minority owners have, and how corporate actions (like issuing new shares or changing leadership) are approved, much like a home’s bylaws shaping what residents can and cannot do.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did Super Hi International (HDL) shareholders approve at the June 12, 2026 AGM?

Shareholders approved all resolutions, including adoption of 2025 financial statements, re-election of four directors, re-appointment of Deloitte & Touche LLP as auditor, general share issue and repurchase mandates, and a special resolution adopting new articles of association with strong majority support.

Which directors of Super Hi International (HDL) were re-elected at the 2026 AGM?

Shareholders re-elected Mr. YOON Daejin and Ms. JIANG Bingyu as executive directors, and Mr. TAN Kang Uei, Anthony and Mr. LIEN Jown Jing Vincent as independent non-executive directors. Each received approximately 99.9% of votes cast in favor, indicating broad shareholder backing.

What share issue and repurchase mandates did Super Hi International (HDL) receive?

Shareholders granted a general and unconditional mandate to issue shares and/or ADSs up to 20% of issued shares, and a separate mandate to repurchase shares and/or ADSs up to 10% of issued shares. An additional resolution extended the issue mandate by the amount repurchased.

How many Super Hi International (HDL) shares were eligible to vote at the AGM?

As of the AGM date, the company had 650,299,000 issued shares. Futu Trustee Limited, holding 61,933,000 shares under a share award scheme, abstained, leaving 588,366,000 shares entitled to attend and vote for or against the AGM resolutions.

Which auditor did Super Hi International (HDL) re-appoint at the 2026 AGM?

Shareholders re-appointed Deloitte & Touche LLP as the company’s auditor and authorized the board to fix its remuneration. The resolution passed with 388,477,091 votes (approximately 99.99%) in favor and 22,637 votes (approximately 0.01%) against, reflecting strong support for continuity.

Did Super Hi International (HDL) change its articles of association at the AGM?

Shareholders approved a special resolution to amend the existing articles of association by adopting new articles. The resolution received 387,991,799 votes (about 99.87%) in favor and 507,909 votes (about 0.13%) against, comfortably exceeding the 75% requirement for special resolutions.

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 June 2026

Commission File Number: 001-42101

SUPER HI INTERNATIONAL HOLDING LTD.

1 Paya Lebar Link, #09-04

PLQ 1 Paya Lebar Quarter

Singapore 408533

+65 6378 1921

(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 x                  Form 40-F ¨

Exhibit Index

Exhibit No.		Description
Exhibit 99.1		Poll Results of the Annual General Meeting Held on June 12, 2026

SIGNATURE

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.

	SUPER HI INTERNATIONAL HOLDING LTD.
	By:	/s/ Ping Shu
	Name:	Ping Shu
	Title:	Director and Chairperson

Date: June 12, 2026

Exhibit 99.1

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

SUPER HI INTERNATIONAL HOLDING LTD.

特  海  国  际  控  股  有  限  公  司

(Incorporated in the Cayman Islands with limited liability)

(HKEX Stock Code: 9658; NASDAQ Symbol: HDL)

POLL RESULTS OF THE ANNUAL GENERAL MEETING
HELD ON JUNE 12, 2026

References are made to the circular of SUPER HI INTERNATIONAL HOLDING LTD. (the “Company”) dated April 27, 2026 and the supplemental circular of the Company dated May 22, 2026 (collectively, the “Circulars”) and the notice of the annual general meeting of the Company dated April 27, 2026 and the supplemental notice of the annual general meeting of the Company dated May 22, 2026 (collectively, the “AGM Notices”). Capitalized terms used herein shall have the same meanings as those defined in the Circulars unless otherwise defined.

POLL RESULTS OF THE AGM

At the annual general meeting held on June 12, 2026 (the “AGM”), a poll voting was demanded by the Chairman of the AGM for voting on all the proposed resolutions as set out in the AGM Notices. The poll results in respect of all the resolutions proposed at the AGM are as follows:

ORDINARY RESOLUTIONS		No. of Votes (Approximate %)
		FOR	AGAINST
1.	To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors of the Company (the “Directors”) and auditor of the Company for the year ended December 31, 2025.	388,415,728 (99.98%)	84,000 (0.02%)
2.(a)	(i)      To re-elect Mr. YOON Daejin as an executive Director.	388,283,254 (99.94%)	216,474 (0.06%)
	(ii)     To re-elect Ms. JIANG Bingyu as an executive Director.	385,124,137 (99.95%)	207,474 (0.05%)
	(iii)    To re-elect Mr. TAN Kang Uei, Anthony as an independent non-executive Director.	388,268,459 (99.94%)	231,269 (0.06%)
	(iv)    To re-elect Mr. LIEN Jown Jing Vincent as an independent non-executive Director.	388,268,459 (99.94%)	231,269 (0.06%)

1

ORDINARY RESOLUTIONS		No. of Votes (Approximate %)
		FOR	AGAINST
2.(b)	To authorise the board of Directors (the “Board”) to fix remuneration of the Directors.	388,438,444 (99.98%)	61,284 (0.02%)
3.	To re-appoint Deloitte & Touche LLP as the auditor of the Company and authorise the Board to fix remuneration of auditor.	388,477,091 (99.99%)	22,637 (0.01%)
4.	(A)  To give a general and unconditional mandate to the Directors to allot, issue and deal with shares (including any sale and transfer of shares out of treasury that are held as treasury shares) and/ or American depositary shares (the “ADSs”) not exceeding 20% of the number of issued shares of the Company (excluding any shares that are held as treasury shares).	383,865,316 (98.81%)	4,634,402 (1.19%)
	(B)   To give a general and unconditional mandate to the Directors to repurchase shares and/or ADSs not exceeding 10% of the number of issued shares of the Company (excluding any shares that are held as treasury shares).	388,492,668 (99.99%)	7,040 (0.01%)
	(C)   To extend the authority given to the Directors pursuant to the ordinary resolution No. 4(A) to issue shares (including any sale and transfer of shares out of treasury that are held as treasury shares) and/or ADSs by adding to the number of issued shares of the Company the number of shares and/or ADSs repurchased under the ordinary resolution No. 4(B).	384,106,116 (98.87%)	4,393,602 (1.13%)
SPECIAL RESOLUTION		No. of Votes (Approximate %)
		FOR	AGAINST
5.	To consider and approve the proposed amendments of the existing articles of association of the Company by way of adopting the new articles of association of the Company.	387,991,799 (99.87%)	507,909 (0.13%)

Note: Please refer to the AGM Notices for the full text of the resolutions above.

2

As more than 50% of votes were cast in favour of each of the above ordinary resolutions numbered 1 to 4, and more than 75% of votes were cast in favour of the above special resolution numbered 5, all of the above resolutions were duly passed at the AGM.

GENERAL

As at the date of the AGM, the total number of issued Shares was 650,299,000 Shares. There were no treasury Shares or repurchased Shares pending for cancellation held by the Company. Futu Trustee Limited (in its capacity as the trustee of the share award scheme adopted by the Company on June 24, 2022) held 61,933,000 Shares, representing 9.52% of the issued share capital of the Company as at the date of the AGM, was required to abstain and did abstain from voting on the resolutions proposed at the AGM. Accordingly, the total number of Shares entitling the Shareholders to attend and vote for or against the resolutions proposed at the AGM was 588,366,000 Shares. Save as the above, there were no Shares entitling the Shareholders to attend and abstain from voting in favour of any resolutions proposed at the AGM as set out in Rule 13.40 of the Listing Rules, no Shareholders were required to abstain from voting at the AGM under the Listing Rules, none of the Shareholders has stated their intention in the Circulars to vote against or to abstain from voting on any of the resolutions proposed at the AGM and no Shares were actually voted but excluded from calculating the poll results of the resolutions proposed at the AGM.

The Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, was appointed as the scrutineer at the AGM for the purpose of vote-taking.

All of the Directors, namely Ms. SHU Ping, Mr. LI Yu, Mr. YOON Daejin, Ms. JIANG Bingyu, Mr. TAN Kang Uei, Anthony, Mr. TEO Ser Luck and Mr. LIEN Jown Jing Vincent, attended the AGM either in person or by electronic means.

By order of the Board

SUPER HI INTERNATIONAL HOLDING LTD.

Ms. SHU Ping

Chairperson

Singapore, June 12, 2026

As of the date of this announcement, the Board comprises Ms. SHU Ping as the chairperson and non-executive Director; Mr. LI Yu, Mr. YOON Daejin and Ms. JIANG Bingyu as executive Directors; and Mr. TAN Kang Uei, Anthony, Mr. TEO Ser Luck and Mr. LIEN Jown Jing Vincent as independent non-executive Directors.

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