Guoxia Technology Schedules 15 May 2026 AGM; Proposes 10% H-Share Buyback and 20% New-Issue Mandates

Bulletin Express04-23 23:05

Guoxia Technology has issued a circular convening its 2025 Annual General Meeting for 15 May 2026 at the company’s headquarters in Wuxi, Jiangsu. Shareholders will vote on eight resolutions covering routine annual matters, capital management authorities and amendments to the Articles of Association.

Key agenda items:

1. Financial Statements & Profit Allocation • The audited 2025 consolidated financial report will be tabled for approval. • The Board proposes no final dividend or bonus share distribution for 2025.

2. Auditor Re-appointment • Ernst & Young is nominated to continue as external auditor for 2026; fees will be set by the Board.

3. Director Remuneration • Shareholders will authorise the Board to determine directors’ pay for 2026.

4. 10% H-Share Repurchase Mandate • The Board seeks authority to repurchase up to 39.47 million H shares—10% of the 394.69 million H shares outstanding as of the latest practicable date. • Buybacks may be funded with internal or legally available funds and could be used for share-based incentives, convertible bond conversions or other capital purposes. • Management does not intend to trigger an obligation under Hong Kong’s Takeovers Code; full utilisation would raise the controlling shareholder’s stake to 45.88%.

5. 20% General Issuance Mandate • A separate mandate would allow the Board to issue up to 103.54 million new shares (20% of total issued share capital) at a discount of no more than 20% to benchmark price. • The mandate runs until the 2026 AGM or earlier revocation.

6. Amendments to Articles of Association • Registered capital updated to RMB 103.54 million to reflect total issued shares of 517.71 million (123.02 million unlisted shares and 394.69 million H shares). • The cap on the number of executive general managers will be removed.

Shareholder Logistics:

• H-share register closes 12 – 15 May 2026; transfers must be lodged by 4:30 p.m. on 11 May 2026 to qualify for voting. • Proxy forms must reach Computershare Hong Kong Investor Services by 1:30 p.m. on 14 May 2026. • All resolutions will be decided by poll in accordance with Hong Kong Listing Rules.

The Board recommends shareholders vote in favour of all proposed resolutions.

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