JOINN Laboratories (China) Co., Ltd. completed its 2025 AGM and concurrent A- and H-share class meetings on 4 June 2026 in Beijing. Key outcomes are summarised below.
Dividend distribution • A cash dividend of RMB0.12 per share (tax-inclusive) was approved, equivalent to HK$0.137860 per H share. • Based on 746.17 million outstanding shares after deducting treasury stock, the planned payout totals RMB89.54 million. • Payment is expected on or before 4 August 2026; the H-share register will be closed 24–26 June 2026 for entitlement determination. • The dividend will be settled in RMB for A-shareholders and in Hong Kong dollars for H-shareholders, with a conversion rate of RMB1 = HK$1.1488.
AGM voting highlights All 12 resolutions tabled at the AGM passed, including: 1. 2025 annual report and board work report (≥99.57 % approval for both). 2. Profit distribution plan (99.83 % approval). 3. Adoption of the 2026 Restricted A-Share Incentive Scheme and related authorisations (≈98 % approval). 4. Appointment of Mr Zhou Fengyuan as non-executive director (99.71 % approval). 5. Amendments to the Articles of Association and General Meeting Rules unrelated to class-meeting mechanisms (≈95 % approval).
Class-meeting results • A-Share Class Meeting: Shareholders holding 35.58 % of voting A shares approved two special resolutions refining class-meeting provisions, each with c.98 % support. • H-Share Class Meeting: Shareholders representing 13.24 % of voting H shares rejected the same two special resolutions, with support of only ~58 %. The non-approval applies solely to the class-meeting clauses; other AGM-approved amendments take immediate effect.
Directorate changes With shareholder endorsement, Mr Zhou Fengyuan joins the Board as a non-executive director for the remainder of the fifth board term. Concurrently, the Strategic Development Committee was expanded to eight members, adding Mr Gu Jingliang, Mr Zhou Fengyuan, Mr Zhang Fan and Mr Yang Fuquan.
Attendance and quorum • AGM: 811 shareholders and proxies attended, representing 32.13 % of total voting shares (239.75 million shares). • A-Share Meeting: 810 A-shareholders/proxies present (223.16 million shares; 35.58 % of voting A shares). • H-Share Meeting: one H-shareholder/proxy present (15.76 million shares; 13.24 % of voting H shares).
Regulatory compliance Ernst & Young Hua Ming LLP acted as scrutineer, while Tian Yuan Law Firm confirmed that meeting procedures, attendee qualifications and voting processes complied with PRC laws and the company’s Articles of Association.
Taxation notes • The company will withhold 10 % enterprise income tax from dividends payable to non-resident enterprise H-shareholders. • Overseas individual H-shareholders are currently exempt from PRC individual income tax on dividends. • Southbound Trading investors will receive dividends in RMB; individual investors are subject to 20 % PRC individual income tax withheld at source.
The rejection of class-meeting amendments by H-shareholders does not affect JOINN’s day-to-day operations or the other corporate governance changes approved at the AGM.
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