Top Form International Limited (Top Form) has signed a seventh renewal of its Master Agreement with Belgian lingerie group Van de Velde N.V. (VDV), extending the long-standing supply arrangement for ladies’ intimate apparel by another three years, from 1 July 2026 to 30 June 2029.

The updated framework maintains a cost-plus pricing model with a minimum 5 % markup, while payment terms remain at seven or ten days after delivery. To accommodate projected demand and inflationary pressures, the board proposes new annual caps of HK$120.00 million for the year ending 30 June 2027, HK$130.00 million for FY2028 and HK$140.00 million for FY2029.

Historical sales to VDV were HK$87.20 million in FY2024, HK$90.00 million in FY2025 and HK$69.50 million for the nine months to 31 March 2026 (annualised to HK$92.70 million). Utilisation of the existing caps has ranged between 46 % and 67 % over the current three-year cycle.

VDV, which holds 25.66 % of Top Form’s issued share capital, is indirectly controlled by non-executive director Herman Van de Velde. As the percentage ratios exceed 5 %, the renewed transactions are classified as continuing connected transactions and require independent shareholders’ approval.

An Independent Board Committee comprising all four independent non-executive directors, advised by Red Sun Capital Limited, concludes that the terms and caps are fair, reasonable and on normal commercial terms. A Special General Meeting will be held on 4 June 2026 in Hong Kong to seek shareholder approval; VDV, Mr Herman Van de Velde, Ms Lien Van de Velde and their associates will abstain from voting.

Top Form has outlined monthly monitoring, finance-department checks, annual external-auditor reviews and independent non-executive director oversight to ensure compliance with the pricing policy and cap limits.