Planetree International Development Limited announced the resignation of Executive Director Mr. Dai Bin, effective 21 April 2026. According to the board, Mr. Dai is leaving to focus on personal business commitments, has no disagreements with the board, and requires no additional disclosures to shareholders or the Hong Kong Stock Exchange.

A simultaneous update details the closure of Mr. Dai’s Deed of Profit Guarantee linked to Planetree’s 2025 acquisition of Warpdrive Technology Limited. Under the original guarantee, Mr. Dai was liable for any shortfall against profit targets of HK$5.00 million for FY 2026 and HK$10.00 million for FY 2027.

On 21 April 2026, Planetree and Mr. Dai executed a Termination Agreement stipulating a lump-sum cash settlement of HK$15.00 million, payable within one month. The amount has already been deposited in full with the Group’s legal stakeholder. As the carrying value of the profit-guarantee receivable stood at HK$13.46 million on 31 December 2025, the settlement is expected to generate a gain of approximately HK$1.54 million for the Group, subject to audit.

The agreement further requires Planetree to dispose of the “Target Company”—a dormant, wholly-owned subsidiary whose sole director is Mr. Dai—to him for a nominal HK$1.00. The consideration reflects the entity’s accumulated net loss after taxation of HK$25,950 and net liabilities of HK$15,950 as of 31 December 2025. Given that all applicable percentage ratios are below 0.1%, the disposal is fully exempt from shareholder approval and additional disclosure obligations under Chapter 14A of the Listing Rules.

Upon completion of the cash payment and the subsidiary’s transfer, both parties will be released from all obligations and liabilities arising from the original Sale and Purchase Agreement and the Deed of Profit Guarantee.