WuXi AppTec (02359) has released its 2025 AGM circular, laying out a broad agenda that combines a sizeable cash dividend, fresh capital mandates, expanded hedging and guarantee limits, major share-based incentive moves and revisions to corporate governance documents.
Financial snapshot • FY2025 revenue reached RMB45.46 billion, up 15.84% year-on-year. • Net profit attributable to shareholders jumped 102.65% to RMB19.15 billion; profit after extraordinary items rose 32.56% to RMB13.24 billion.
Dividend and mid-year payout authority • The Board proposes a cash dividend of RMB15.7927 per 10 shares (≈HK$17.96 per 10 H shares), totalling RMB4.71 billion. • Shareholders will also be asked to authorise the Board to craft a 2026 mid-year dividend plan.
Capital management tools • Share buy-back mandate: authorisation to repurchase up to 10% of total A and/or H share capital during the next year. • Board empowered to issue up to 20% of existing A and/or H shares. • Direct repurchase of 34.09 million H shares (value: HK$2.50 billion) from the 2025 Share Award Scheme trustee; the repurchased stock will be held as treasury shares. • New HK$2.50 billion limit set for future repurchases to fund the 2026 H Share Award and Trust Scheme.
Share award schemes • 2025 Scheme: amended to allow use of treasury shares and to lift the cap for connected participants to 35% of the award pool (from 25%). • 2026 Scheme: proposed adoption of a new H share award plan using treasury shares, capped at HK$2.50 billion (or 10% of issued shares under the overarching mandate). Vesting will span at least 12 months; accelerated vesting possible in limited “good leaver” cases. Revenue targets for grant activation are RMB51.3–53.0 billion. • Board empowered to administer both schemes and handle related share transfers.
Capital base adjustment • Registered share capital to rise from 2.95 billion to 2.98 billion shares, reflecting conversion of 32.25 million H shares from the company’s 2025 convertible bonds.
Risk management and guarantees • Proposed external guarantee ceiling of RMB15 billion for subsidiaries with debt-to-asset ratios below 70%. • Aggregate foreign-exchange hedging limit set at US$9 billion (or equivalent), reflecting continued global expansion.
Board composition & governance updates • Re-election of four executive, two non-executive and five independent non-executive directors. • Introduction of a Lead Independent Director role and updates to independent-director work policies. • Directors’ remuneration for 2026: executive directors remunerated only via existing management packages; non-executives unpaid; independent directors to receive RMB400,000 annual allowance. • Amendments to remuneration management policy clarify pay ratios, deferral rules and clawback provisions.
Next steps The proposals will be voted on at the 2025 AGM (28 April 2026) and, where relevant, at the same-day H Share and A Share class meetings. Forms of proxy must be lodged by 2:00 p.m. on 27 April 2026.
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