Phancy Group Co., Ltd. (Phancy) has released its 2025 annual meeting agenda, detailing several capital management proposals to be tabled at the 16 June 2026 AGM in Beijing.

Key AGM Items 1. Reports & Dividend • 2025 annual, board and financial reports will be presented. • The board proposes no final dividend for 2025, citing operational and development needs.

2. Auditor • Re-appointment of Rongcheng (Hong Kong) CPA Limited for FY-2026 at a fee range of RMB3.20–3.60 million.

3. Subsidiary Guarantees • Management requests an aggregate guarantee limit of up to RMB10.00 billion for wholly-owned subsidiaries in 2026. The cap applies even if a subsidiary’s asset-liability ratio is 70% or higher. Limits may be used on a revolving basis within the period ending at the 2026 AGM.

Capital Management Mandates 1. Share Buy-back • A 12-month general mandate to repurchase up to 10% of H-share float—equal to 35.82 million H shares—on the Hong Kong Stock Exchange. The company held 1.26 million treasury shares and had 186,100 shares pending cancellation as of 25 May 2026.

2. Issue & Resale Mandate • Authority to (i) issue, allot or deal with shares and (ii) sell or transfer treasury shares, up to 20% of total issued share capital (about 111.41 million shares) during the mandate period.

Constitutional Amendments • Registered capital to rise from RMB493.78 million to RMB558.29 million, reflecting H-share issues completed in 2025–2026 and the planned cancellation of repurchased shares. • Board size to be reduced from 11 to 10 directors following an executive director’s resignation.

Logistics • The share register for H-shareholders closes 11–16 June 2026. Transfers must be lodged by 16:30 on 10 June to qualify for AGM attendance. • Shareholders unable to attend may submit proxy forms to Tricor Investor Services by 14:00 on 15 June 2026 (Hong Kong time).

All AGM materials, including the 2025 annual report and the full circular, are available on the HKEX and company websites.