CHINA SHENGMU Seeks 20% Issuance and 10% Repurchase Mandates; Four Directors up for Re-election at 12 June 2026 AGM

Bulletin Express
04/28

China Shengmu Organic Milk Limited will convene its 2026 annual general meeting (AGM) on 12 June 2026 in Hohhot, Inner Mongolia. Key resolutions include:

1. Capital authorities • Issuance Mandate: Directors may allot or transfer treasury shares equal to a maximum 20% of the company’s 8.38 billion issued shares, implying headroom for up to 1.68 billion new or treasury shares. • Repurchase Mandate: Management is authorised to buy back up to 10% of issued shares, or 0.84 billion shares, on the Stock Exchange of Hong Kong. • Extension Mandate: The share issuance limit can be increased by the number of shares actually repurchased.

2. Shareholding impact Start Great Holdings, a Mengniu Group unit, holds 2.51 billion shares (29.99%). If the company repurchases the full 10%, Start Great’s stake would rise to 33.32%, crossing the 30% threshold that triggers a mandatory general offer under Hong Kong’s Takeovers Code. The Board states it has no present intention to repurchase shares to that level or to dilute public float below 25%.

3. Board composition • Re-election: Executive Director and CEO Zhang Jiawang, Non-executive Director Bai Fengming, and Independent Non-executive Directors Wu Liang and Sun Yansheng will stand for re-election. • Nomination Committee cites their sector expertise—agribusiness strategy, dairy sales, media, and corporate governance—and confirms the independence of Wu Liang and Sun Yansheng.

4. Auditor re-appointment Ernst & Young is nominated to continue as external auditor for FY 2026, with an expected audit fee between RMB 2.00 million and RMB 3.20 million.

5. Administrative details The share register will close from 9–12 June 2026. Shareholders must lodge transfers by 16:30 on 8 June 2026 to qualify for AGM attendance and voting. All AGM resolutions will be decided by poll.

6. Share price context Over the 12 months to 24 April 2026, CHINA SHENGMU’s shares traded between HK$0.17 and HK$0.48.

Proxy forms must reach Tricor Investor Services by 10 June 2026, 48 hours before the meeting. The Board recommends shareholders vote in favour of all proposed resolutions.

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