UBTECH Robotics (09880) has issued a circular convening a third extraordinary general meeting (EGM) on 26 August 2026 to seek shareholder approval for four key resolutions.
1. New H-Share Incentive Scheme • A ten-year scheme covering directors (excluding INEDs), senior management and employees will be capped at 10% of issued share capital on the adoption date, equal to 50.34 million H shares. • Incentive shares will be issued at RMB1.00 each to a trustee for onward transfer upon vesting. • Vesting will normally exceed 12 months, though shorter schedules are allowed in defined circumstances such as “make-whole” grants or accelerated vesting on death or disability. • The board retains discretion to impose performance targets and claw back un-vested awards in cases including financial restatements or misconduct.
2. Board Authorisation Subject to approval of the scheme, directors (or their delegates) will receive full authority to administer grants, issue shares, amend scheme terms, execute trust deeds and handle regulatory filings over the entire scheme period.
3. Arrangement of Bank Credit UBTECH plans to secure up to RMB2.60 billion in revolving credit facilities across nine mainland banks, including Shanghai Pudong Development Bank and The Export-Import Bank of China. Individual limits range from RMB100 million to RMB400 million, and mandates must be signed within 12 months of shareholder approval.
4. Change in Use of Placing Proceeds Of the HK$3.06 billion raised via a December 2025 placing, HK$2.62 billion has been deployed. The remaining HK$439.43 million will be re-allocated: • HK$386.77 million originally earmarked for M&A will now fund payments to suppliers and service providers to “strengthen core supply-chain stability.” • HK$52.66 million will continue to cover staff costs. All residual funds are expected to be utilised by end-2026.
Key Dates • Books close: 21–26 August 2026 • Proxy deadline: 4:00 p.m. 25 August 2026 • EGM: 4:00 p.m. 26 August 2026, Shenzhen
The circular states that no shareholder is required to abstain from voting on the proposed resolutions.