SICC Co., Ltd. has issued a circular convening its 2025 Annual General Meeting for 29 May 2026 in Jinan. Key proposals and data are as follows:
• 2025 Results and Profit Allocation – Consolidated net loss attributable to shareholders: RMB208.32 million. – Parent-company net loss: RMB252.22 million. – Consolidated undistributed losses: RMB331.29 million, exceeding one-third of the paid-up share capital of RMB484.62 million. – The Board proposes no cash dividend, bonus share or capitalisation for 2025.
• Uncovered Losses Threshold Given the accumulated loss exceeding the statutory one-third threshold, shareholders will vote to acknowledge the situation, as required by PRC Company Law.
• Guarantee Limit for 2026 The Board seeks approval for up to RMB2.00 billion of guarantees to wholly owned subsidiaries: – Shanghai Tianyue Semiconductor Material Co., Ltd.: cap RMB1.50 billion (gearing 75.98%). – Shanghai Yuefu Technology & Trade Co., Ltd.: cap RMB0.50 billion (gearing 92.85%).
• General Mandate to Issue H Shares Directors request authority to allot or deal with additional H shares and related securities up to 20% of the issued share capital for 12 months or until the next AGM, whichever comes first.
• Directors’ Remuneration 2026 – Independent directors: fixed allowance of RMB180,000 per person per year. – Executive and non-independent directors to be remunerated through their management posts only; no separate director fee.
• Liability Insurance Management seeks approval to purchase annual directors’ and officers’ liability cover with an indemnity limit not exceeding RMB100 million and premium up to RMB1.50 million.
• Auditor Re-appointment Re-appointment of BDO China Shu Lun Pan Certified Public Accountants LLP as external auditor for 2026; audit fee estimated at RMB1.40–2.00 million.
• Governance Amendments Shareholders will vote on amendments to the Articles of Association, General Meeting Rules and the Remuneration Management System for Directors and Senior Management to align with updated PRC Company Law and Hong Kong listing requirements.
• AGM Logistics – Record date: 26 May 2026. – Proxy deadline: 28 May 2026, 14:30. – Register of members closure: 26 May–29 May 2026 (both days inclusive).
All resolutions will be decided by poll.