XTALPI Holdings Limited will convene its annual general meeting on 20 May 2026 in Shenzhen. Key resolutions to be tabled include:
• General mandates – Share Repurchase: Directors may buy back up to 10% of issued shares, equivalent to 430.34 million shares, based on the 4.30 billion shares outstanding as at the latest practicable date. – Share Issuance: Directors may allot, issue or transfer treasury shares up to 20% of issued share capital, or 860.67 million shares. A further amount equal to shares repurchased may be added to this issuance mandate.
• Governance matters – Re-appointment of PricewaterhouseCoopers as auditor. – Re-election of Executive Directors Dr. Ma Jian and Dr. Lai Lipeng, and Independent Non-Executive Director Mr. Law Cheuk Kin Stephen.
• Constitutional update – Adoption of a tenth amended and restated Memorandum and Articles of Association to facilitate hybrid/virtual meetings and electronic voting.
• Incentive framework – Launch of the 2026 Share Scheme, subject to shareholder approval. The scheme will cover employees and directors, permitting grants of options and share awards over a maximum 204.41 million shares. This aggregate limit aligns with the residual capacity of the company’s existing post-IPO option and RSU plans. – Options must carry an exercise price no lower than the highest of: (i) the closing price on the offer date, (ii) the five-day average closing price, and (iii) the par value. – The vesting period is normally at least 12 months, with limited exceptions for circumstances such as “make-whole” grants, retirement, disability or death.
Proxy forms must reach Tricor Investor Services by 3:00 p.m. on 18 May 2026. The register of members will be closed from 15 May 2026 to the meeting date, with 14 May 2026 as the last day to register share transfers for AGM eligibility.
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