MINISO Group Holding Limited has called its annual general meeting for 18 June 2026 in Hong Kong, asking shareholders to vote on multiple capital management and corporate governance items.
Key proposals:
1. Share issuance mandate • Directors seek authority to allot, issue or otherwise deal with new shares— including the sale or transfer of treasury shares—equal to up to 10 % of the company’s issued share capital (excluding treasury shares) as at the AGM date. Based on the 1,238.96 million shares in issue on the latest practicable date, the limit equates to 123.90 million shares.
2. Share repurchase mandate • A parallel mandate would permit on-market buy-backs of up to 10 % of issued shares, also capped at 123.90 million shares.
3. Specific mandate for Upper Strike Shares • Management requests approval to issue up to 70.04 million Upper Strike Shares to counterparties of a Call Spread entered into in January 2025 alongside US$550 million of Equity Linked Securities. • The Upper Strike Share cap has risen from 66.41 million to 70.04 million following dividend-triggered adjustments that lowered the Equity Linked Securities exercise price from US$8.2822 to US$7.8525 per share and the Upper Strike exercise price from US$13.1317 to US$12.4503 per share. • Further adjustments may occur if additional dividend or other corporate actions alter the exercise price formulae.
4. Board and auditor matters • Independent non-executive directors Ms Xu Lili and Mr Zhu Yonghua stand for re-election. • Shareholders will empower the Board to set directors’ remuneration. • Ernst & Young and Ernst & Young Hua Ming LLP are proposed for re-appointment as auditors, with an expected FY 2026 audit fee of approximately RMB 15.00 million.
Logistics and record dates • Share record date: 13 May 2026 (Hong Kong time). • ADS record date: 13 May 2026 (New York time). • Proxy forms for shareowners must reach Computershare Hong Kong Investor Services by 11:00 a.m. (HK) on 16 June 2026; ADS voting instructions are due at BNY Mellon by noon (NY) on 8 June 2026.
Should all resolutions pass, the new mandates remain in force until the next AGM, the expiration of statutory meeting deadlines, or earlier revocation by shareholders.
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