GAC Group AGM Endorses All Resolutions, Adds Five Directors and Withholds 2025 Dividend After RMB 8.78 Billion Loss

Bulletin Express06-12

Guangzhou Automobile Group Co., Ltd. (GAC Group) held its 2025 Annual General Meeting on 12 June 2026 in Guangzhou. Shareholders or proxies representing 6.07 billion voting shares—59.61% of the company’s 10.18 billion outstanding voting shares—participated, and all 12 resolutions were approved by poll.

Key approvals 1. Routine items such as the 2025 Annual Report, Board Work Report, Financial Report and auditor appointments each received at least 99.88% support. 2. A special resolution granting the Board a general mandate to issue debt-financing instruments passed with 99.89% of votes cast. 3. Ordinary resolutions covering forward foreign-exchange transactions and a revamped Remuneration Management Rules for directors and senior management also secured more than 99.88% approval.

Board reshuffle • Mr. Cao Xiaojun was elected non-executive director, filling the vacancy created by Mr. Chen Xiaomu’s resignation on 21 May 2026. • Four new independent non-executive directors were appointed—Mr. Yang Diange, Mr. Zhang Yanlong, Mr. Zhu Zhengfu and Mr. Li Wenjing—replacing Mr. Zhao Fuquan, Mr. Xiao Shengfang, Mr. Wong Hakkun and Mr. Song Tiebo, whose six-year terms expired. Each new independent director will receive an annual fee of RMB 150,000. • Committee re-assignments include Mr. Li Wenjing becoming Audit Committee chair, Mr. Zhu Zhengfu heading the Nomination Committee and Mr. Zhang Yanlong chairing the Remuneration and Assessment Committee.

Dividend decision Audited results show a net loss attributable to shareholders of RMB 8.78 billion for 2025. Although the parent company retained earnings stood at RMB 55.41 billion as of 31 December 2025, the Articles of Association require positive annual distributable profit before any cash dividend can be paid. Consequently, the AGM confirmed that no dividend or capital-reserve conversion will be made for 2025.

After the AGM, GAC Group’s Board now comprises two executive directors, five non-executive directors and four independent non-executive directors.

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