Professional Holdings approves 50% bonus shares, moves ahead with public IPO plan



Kathmandu: Professional Holdings Limited has concluded its 20th Annual General Meeting with a series of major shareholder-friendly decisions, including the approval of a hefty bonus share distribution and a formal move toward issuing shares to the general public.

The annual meeting, held on March 28 at Global College in Baneshwor, endorsed a proposal to distribute bonus shares equivalent to 50 per cent of the company’s existing paid-up capital. Shareholders also approved an additional 2.6316 per cent cash dividend to cover tax liabilities arising from the bonus issue. Both proposals were part of the official AGM agenda published earlier by the company.

The meeting was attended by shareholders representing 82.34 per cent of total ownership, who unanimously passed the board of directors’ report, the auditor’s report and the annual financial statements for fiscal year 2024/25.

Shareholders also appointed NBSM & Associates Chartered Accountants as the external auditor for the upcoming fiscal year 2025/26 and fixed the firm’s remuneration. In addition, the AGM approved amendments to the company’s memorandum and articles of association to accommodate the increase in issued and paid-up capital following the 50 per cent bonus share issuance.

The most strategically significant decision, however, was the approval of a special proposal authorizing the board to proceed with an initial public offering. The AGM has granted full authority to the board of directors to issue a certain percentage of the company’s capital to the general public and complete all legal, regulatory and administrative procedures related to the IPO. The IPO agenda was one of the highlighted special resolutions formally listed in the AGM notice.

The decision comes at a time when Nepal’s primary market has begun to regain momentum after a long regulatory slowdown. Since late 2025, the Securities Board of Nepal has accelerated approvals for pending public issues, reviving investor attention toward new listings and private companies preparing to go public.

In Nepal’s current market environment, announcements involving pre-IPO positioning, promoter holdings and potential public conversion have been drawing notable interest among retail investors, particularly as many are actively tracking private firms likely to enter the stock exchange pipeline in the coming quarters. Community discussions across investor forums also show rising speculation around education, holding and diversified investment companies moving toward public listing.

The AGM also received updates on the performance of the company’s subsidiary, Uniglobe Higher Secondary School Limited. The subsidiary has separately approved a proposal to distribute 5 per cent bonus shares and 0.2632 per cent cash dividend for tax purposes for the fiscal year 2024/25.

With the dual decision to reward existing shareholders heavily while simultaneously opening the door for an IPO, Professional Holdings appears to be positioning itself for a transition from a closely held private institution into a broader public investment vehicle. The coming months will now determine how quickly the company moves toward regulatory filing and whether it seeks to capitalize on Nepal’s revived appetite for new listings.