China Conch Venture Holdings Limited (Conch Venture) announced a proposal to replace its Existing Articles of Association with a Second Amended and Restated Articles of Association, aiming to modernise governance practices and comply with updated regulatory requirements.
Key points 1. Scope of Amendments • Alignment with revised Hong Kong Listing Rules covering hybrid shareholder meetings, electronic voting, electronic dissemination of corporate communications and electronic payment of corporate action proceeds. • Introduction of provisions permitting the Company to hold repurchased shares as treasury shares. • Housekeeping updates to clarify language, incorporate consequential changes and ensure consistency with Cayman Islands company law.
2. Shareholder Approval Process • The new Articles will be tabled as a special resolution at the 2026 Annual General Meeting scheduled for Thursday, 25 June 2026. • Implementation is conditional on securing shareholder approval at that meeting. • A circular detailing the Proposed Amendments and the AGM notice will be dispatched to shareholders in due course.
3. Board Composition (as of 17 April 2026) • Executive Directors: Guo Jingbin (Chairman), Ji Qinying (Vice-Chairman & CEO), Wang Xuesen, He Guangyuan, Wan Changbao. • Non-Executive Director: Lyu Wenbin. • Independent Non-Executive Directors: Chan Chi On (alias Derek Chan), Chan Kai Wing, Cheng Yanlei.
The proposed changes are expected to enhance operational flexibility, improve corporate governance transparency and ensure full compliance with the evolving regulatory framework governing listed companies in Hong Kong and the Cayman Islands.
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