China Vanke AGM Clears All 12 Resolutions; Loan Frameworks with Shenzhen Metro Approved after Abstention

Bulletin Express
05/29

The 2025 Annual General Meeting of China Vanke convened on 29 May 2026 in Shenzhen, with 3.91 billion voting shares—32.78% of the company’s 11.93 billion issued shares—cast through on-site and online channels.

Key outcomes

1. Statutory reports • The board report and 2025 annual report each secured 99.48% support.

2. Dividend proposal • The 2025 profit-distribution plan was backed by 99.46% of votes; minority shareholders supported it by 96.86%.

3. Auditor reappointment • The reappointment of the accounting firm for 2026 passed with 97.71% overall support, although 23.70% of H-share votes were cast against, reducing minority approval to 86.58%.

4. Capital authorisation • A two-thirds majority approved a general mandate to issue additional H shares (95.70% overall support; 74.86% among minority shareholders).

5. Financial flexibility • Authorisations for external financial assistance and guarantees received 98.74% and 98.73% approval, respectively.

6. Loss coverage and remuneration • Resolutions addressing accumulated losses, the remuneration management system, and the 2026 director remuneration plan all passed with support exceeding 98.70%.

Related-party loan agreements

• Supplemental Agreement to the 2025 Loan Framework Agreement and the new 2026 Loan Framework Agreement with substantial shareholder Shenzhen Metro Group were both ratified. • Shenzhen Metro, holding 3.24 billion A shares (27.18% of issued capital), abstained from voting on these two items. • After the abstention, 651.49 million shares (97.43%) supported the 2026 framework, while 620.97 million shares (92.87%) backed the supplemental agreement to the 2025 framework.

Attendance profile

• A-shareholders accounted for 3.70 billion voting shares (38.06% of the class) and H-shareholders for 210.06 million (9.52% of the class). • Minority shareholders—excluding directors, senior management and holders of 5% or more—cast 648.02 million votes (96.94% support) for the dividend plan and showed the strongest dissent on the H-share issuance mandate.

Legal and procedural confirmation

Guangdong Sundial Law Firm issued a clean legal opinion, confirming that the meeting procedures, eligibility, and voting results complied with PRC corporate regulations and the company’s articles of association. BDO Limited acted as scrutineer for the poll count.

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