Zylox-Tonbridge Medical Technology has released its 2025 AGM circular, detailing a packed agenda that combines shareholder returns, refreshed capital authorities and a major governance reshuffle. Key points include:

1. Dividend Proposal • Board recommends a final cash dividend of RMB0.22 per share (tax inclusive) for FY-2025. • Entitlement date: 2 June 2026; expected payment on or before 18 June 2026. • H-share register closes 29 May–2 June 2026.

2. Auditor & Financials • FY-2025 audited results and Board/Supervisory Committee reports will be tabled for approval. • PricewaterhouseCoopers is proposed for re-appointment as external auditor for 2026; Board authorised to negotiate remuneration.

3. Equity Incentive Scheme Expansion • 2021 H-Share Award & Trust Scheme limit to rise from 9.97 million H-shares to 10% of total issued shares (ex-treasury). • Scheme validity to extend to 10 years from AGM approval (13 May 2026); other terms unchanged.

4. Capital Management Mandates • Issue Mandate: Board may allot, issue or transfer treasury shares up to 20% of each of domestic and H-share counts (ex-treasury) during the mandate period. • Repurchase Mandate: Board authorised to buy back up to 10% of H-shares in issue (ex-treasury) on the Hong Kong Stock Exchange.

5. Governance Re-design • Proposal to cancel the Supervisory Committee; its oversight functions to be assumed by the Board’s Audit Committee, aligning with the revised PRC Company Law. • Articles of Association to be updated accordingly. • Company’s operating term to convert from a 20-year limit to “perpetual existence”.

6. AGM Logistics • Date & venue: 13 May 2026, 09:00 a.m. (Beijing time) at Zylox-Tonbridge Industrial Park, Hangzhou. • H-shareholders must lodge share transfers by 7 May 2026 to qualify for attendance and voting; proxy forms due by 12 May 2026.

7. Recent Share Buy-backs • Between October 2025 and April 2026 the company repurchased 2.23 million H-shares for HKD52.67 million, reflecting active use of existing buy-back authority.

The Board recommends that shareholders approve all ordinary and special resolutions to support continued growth, refreshed incentives and a streamlined governance framework.