Phancy Group Co., Ltd. (範式智能技術集團股份有限公司) recently released its updated Articles of Association, effective February 2026. This document was formulated in accordance with the Company Law of the People’s Republic of China, the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies, and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
The Articles outline the company’s registration details, governance framework, and share capital structure. According to the document, Phancy Group Co., Ltd. has a registered capital of RMB493,778.733 thousand, with 493,778,733 issued shares. A portion of these shares is listed on the Main Board of the Hong Kong Stock Exchange, following an initial overseas listing in September 2023 and an additional share issuance in February 2025.
The governance structure emphasizes that the Company does not follow the conventional supervisor model but instead vests supervisory functions in an audit committee under the Board of Directors. The Board of Directors consists of 11 members, including four independent non-executive directors and one employee representative director. The Board oversees general business decisions, convenes shareholders’ meetings, and formulates key policies. The Articles also specify procedures for repurchase or transfer of shares, dividend distribution, and conditions under which the Company may merge, divide, or enter liquidation.
Phancy Group’s Articles of Association clarify directors’ and senior executives’ responsibilities, highlighting compliance with prevailing regulations and upholding the best interests of shareholders. The document underscores that the Audit Committee is accountable for conducting internal audits and overseeing the integrity of financial reports, a role traditionally performed by a supervisory committee. The Articles further set forth measures for profit distribution and internal risk management.
These Articles of Association reflect Phancy Group’s adherence to relevant laws, administrative regulations, and listing rules on corporate governance and financial accounting. The Company has stated that any future amendments to these provisions would require approvals via shareholders’ meetings or regulatory filings, ensuring transparency in organizational oversight.
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