ITC Properties Group Limited has issued a circular for the virtual annual general meeting (AGM) scheduled on 21 August 2026, outlining a series of corporate actions and governance changes. Key details are as follows:
Strategic Rebranding • The board proposes changing the English name from “ITC Properties Group Limited” to “ITC Neocloud Group Limited” and adopting “德祥新雲算力集團有限公司” as the secondary Chinese name. • Management states the new identity will better reflect initiatives in AI computing-power infrastructure and “neocloud” services, which complement existing property and investment activities. • The change is subject to shareholder approval and registration with the Bermuda Registrar of Companies.
Board Restructuring • Non-executive director Ms Chau Mei Wah and long-serving independent non-executive director (INED) Hon. Shek Lai Him, Abraham will retire and not seek re-election. • Five directors—Mr He Xuechu, Mr Chan Yiu Lun Alan, Mr Wu Yao, Mr Cao Xinwei and INED Mr Chan Chun Hung Vincent—are standing for re-election. • Two new INEDs are nominated: Mr Xue Meng (finance executive at Unilever China) and Ms Wang Siyan (PRC-qualified lawyer at Beijing Yifeng Law Firm). • Upon appointment, Mr Xue will join the Audit, Nomination and Remuneration Committees; Ms Wang will join the Audit, Corporate Governance, Nomination, Remuneration and ESG Committees.
Share Issue and Repurchase Mandates • Directors seek a fresh 12-month general mandate to issue up to 20% of issued shares, equivalent to 217.73 million shares based on the 1.09 billion shares outstanding as of 20 July 2026. • A separate mandate would allow repurchase of up to 10% of issued shares, or 108.86 million shares, for cancellation or holding in treasury. • The issue mandate may be extended by the number of shares actually repurchased. • The company currently holds no treasury shares.
Auditor Re-appointment • Deloitte Touche Tohmatsu is nominated for re-appointment as external auditor, with an estimated audit fee of HK$4.50 million–HK$4.70 million for FY 2027.
Amendments to Bye-laws • Conditional on the name change, the company will adopt amended and restated bye-laws to replace references to the old name and reflect updated governance provisions.
Key Dates • Register of members closure: 18–21 August 2026 (both days inclusive). Record date: 21 August 2026. • AGM: 21 August 2026, 10:00 a.m., via Vistra eVoting Portal. Shareholders may attend, vote and submit questions online; proxies must be lodged by 10:00 a.m. on 19 August 2026.
If approved, the new corporate name will become effective upon registration in Bermuda. Existing share certificates will remain valid; new certificates will bear the new name, and the stock code “00199” will remain unchanged.
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