On 20 October 2026, China Rare Earth Holdings Limited (stock code: 00769) announced the resignation of Independent Non-Executive Director (INED) Mr. Zhang Chengcai, effective 18 October 2026. Mr. Zhang has stepped down from four key roles: INED, chairman of the Remuneration Committee, chairman of the Nomination Committee and member of the Audit Committee, citing the need to focus on other business commitments. He confirmed no disagreement with the board or issues requiring shareholder attention.
With Mr. Zhang’s departure, Mr. Wu Wenchang—previously an INED—has been re-designated as chairman of both the Remuneration and Nomination Committees. As of the announcement date, the board now comprises two executive directors (Mr. Han Yongfeng and Ms. Chen Li) and one INED (Mr. Wu Wenchang).
The loss of an INED has triggered non-compliance with multiple Hong Kong Listing Rules: 1. Rule 3.10(1): The board now falls short of the minimum three INED requirement. 2. Rule 3.10(2): The company no longer has an INED with requisite accounting or financial management expertise. 3. Rule 3.21: The Audit Committee lacks the minimum three members and a majority of INEDs with appropriate qualifications. 4. Rule 3.25: The Remuneration Committee, although chaired by an INED, no longer contains a majority of INEDs. 5. Rule 3.27A: The Nomination Committee is chaired appropriately but does not meet the requirement for a majority of INEDs.
Management stated that it will make its “best endeavour” to appoint suitable INED candidates to restore compliance and will issue further updates as necessary.
Trading in China Rare Earth shares has been suspended since 1:45 p.m. on 18 June 2025 and will remain suspended until all resumption conditions set by the Stock Exchange are satisfied. Shareholders and potential investors are advised to exercise caution when dealing in the company’s securities.
The board expressed gratitude to Mr. Zhang for his contributions during his tenure.
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