Gudou Holdings Limited will convene its 2026 annual general meeting (AGM) at 10:00 a.m. on 5 June 2026 at Gudou Hot Spring Resort, Guangdong. Key resolutions to be put to shareholders include:
1. Capital Mandates • Issue Mandate: Directors seek authorisation to allot and issue up to 20% of the company’s issued share capital as at the AGM date—equivalent to a maximum of 277.76 million new shares based on the 1.39 billion shares outstanding on 27 April 2026. • Repurchase Mandate: Authority to buy back up to 10% of issued shares (excluding any treasury shares), representing 138.88 million shares. • Extension Mandate: Any shares repurchased under the Repurchase Mandate may be added to the Issue Mandate.
2. Board Changes • Executive directors Hon Chi Ming and Jiang Guowei and independent non-executive director Chan Cheuk Ho will retire by rotation and stand for re-election.
3. Auditor Re-appointment • Rongcheng (Hong Kong) CPA Limited is nominated for re-appointment, with an estimated audit fee of RMB1.00 million–1.05 million for the year ending 31 December 2026.
4. Timetable and Voting • Shareholders on record as of 5 June 2026 are eligible to vote. The register of members will be closed from 29 May to 5 June 2026. • Proxy forms must be lodged with Union Registrars no later than 48 hours before the meeting. All resolutions will be decided by poll.
Additional Information • No share repurchases were made in the six months preceding 27 April 2026. • Full exercise of the buy-back mandate would raise JYH Hong Kong Limited’s stake from 27.23% to 30.26% and Ms. Chen Xia’s from 17.68% to 19.64%, potentially triggering a mandatory offer under Hong Kong’s Takeovers Code. • The company cautions that any repurchase will be conducted only if it does not materially affect working-capital or gearing levels.
Shareholders are advised to review the circular and vote accordingly at the upcoming AGM.