Meituan has released its AGM circular detailing five key resolutions to be voted on at the Annual General Meeting scheduled for 26 June 2026 at the Meituan Exhibition Center in Beijing.
1. Board composition • Election: Shareholders will vote on appointing Stephen Yiu Kin-wah—current chair of the Hong Kong Insurance Authority and former Chairman & CEO of KPMG China/Hong Kong—as an independent non-executive director (INED). • Re-election: Incumbent INED Yang Marjorie Mun Tak seeks another three-year term. • Retirement: INED Orr Gordon Robert Halyburton will step down after the AGM.
2. General mandate to issue shares • Directors seek authority—exercisable by Chairman Wang Xing—to allot, issue or transfer out of treasury up to 10 % of Meituan’s issued share capital (excluding any treasury shares) during the mandate period. • The ceiling equals approximately 617.46 million Class B shares based on the latest share count of 6.17 billion shares (579.15 million Class A; 5.60 billion Class B) as of 1 June 2026. • Any new Class B shares issued (or treasury shares sold) under this mandate must not be priced at a discount exceeding 10 % to the benchmarked price defined by Hong Kong listing rules.
3. General mandate to repurchase shares • Board also seeks approval to repurchase up to 10 % of issued shares, representing the same 617.46 million Class B shares limit. • Repurchases will be funded from legally available resources and conducted in compliance with Hong Kong regulations and Cayman Islands law.
4. Auditor re-appointment • PricewaterhouseCoopers is nominated to continue as external auditor for the year ending 31 December 2026, with audit fees estimated not to exceed RMB 35 million.
5. Administrative arrangements • Register of members will be closed 23–26 June 2026 (both days inclusive). Share transfer documents must be lodged by 4:30 p.m. on 22 June 2026 to qualify for AGM attendance and voting. • All AGM resolutions will be decided by poll; each Class A share carries 10 votes on non-reserved matters and one vote on reserved matters, while each Class B share carries one vote on all matters.
If approved, the issuance and repurchase mandates remain effective until the earlier of the next AGM, lapse of the statutory period, or revocation by shareholders.
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