R&F Properties Secures Shareholder Green Light on RMB100 Billion Guarantee Cap and Fresh Financing Mandates at 2025 AGM

Guangzhou R&F Properties Co., Ltd. (R&F Properties) reported that every motion tabled at its 2025 Annual General Meeting, held on 29 May 2026, was passed with overwhelming support, reinforcing management’s operational flexibility for the year ahead.

Key approvals

1. Core operating reports • The 2025 Board report, Supervisory Committee report and audited financial statements each received at least 99.62% of votes cast, signalling strong shareholder confidence in the past year’s governance and disclosure.

2. Auditor re-appointment • BDO Limited was re-appointed as external auditor with 99.81% support.

3. Board and supervisory renewal • All five retiring directors and the lone supervisor were re-elected, each securing no less than 99.70% backing. • Mr. Chow Oi Wah, Fergus was newly elected as an independent non-executive director with full shareholder endorsement.

4. Liquidity and funding flexibility • Management was authorised to sign composite credit or loan agreements up to RMB8.00 billion per contract (99.99% in favour). • A special resolution approved aggregate external guarantees for 2026 of up to RMB100.00 billion (99.66% approval). • Shareholders granted a general mandate allowing the Board to issue and allot additional shares (99.70% approval). • Separate resolutions sanctioned the issuance of direct debt financing and asset-backed products, including REITs, in 2026, and empowered the Board to handle related matters—each receiving 99.99% support.

5. Governance update • Amendments to the company’s Articles of Association were unanimously approved.

Participation and voting details

• The company had 3.75 billion shares in issue, all eligible to vote. • No shares were required to abstain, and no shareholders signalled opposition in advance. • Computershare Hong Kong Investor Services and China Commercial Law Firm, Guangdong acted as scrutineers.

Implications

The near-unanimous backing across all 12 resolutions provides R&F Properties’ Board with extensive latitude to manage financing, capital structure and strategic initiatives throughout 2026, including significant guarantee lines and potential capital markets activity.