B&K Corporation Limited (B&K Corporation) has released its Articles of Association in advance of its planned H-share listing on the Main Board of The Stock Exchange of Hong Kong, laying out the company’s governance framework, capital structure and shareholder rights.

Corporate Profile • Incorporated on 24 April 2012 in Qingdao, Shandong, with perpetual operating tenure. • Filed with the China Securities Regulatory Commission on 27 December 2024 to issue up to 38.34 million H shares; listing date set for 22 December 2025.

Registered Capital & Share Structure • Total registered capital: 117.66 million shares at RMB 1.00 par value each. • Post-offering structure: 83.02 million H shares (70.56%) and 34.64 million unlisted domestic shares (29.44%). • Eleven founding shareholders originally subscribed 100.01 million shares through net-asset conversion.

Governance Architecture • Board of Directors: Nine members, including at least three independent non-executive directors (≥ one-third of the Board). • Key committees: Audit, Nomination, Remuneration and Internal Control. The Audit Committee is chaired by an independent director with accounting expertise. • Senior management comprises a president, a general manager, several deputy general managers, a chief financial officer and a Board secretary.

Shareholder Rights & Meetings • Shareholders can vote, receive dividends, inspect corporate documents and propose extraordinary general meetings. • Shareholders (individually or jointly) holding ≥10% of voting shares may demand an extraordinary general meeting; those with ≥1% for 180 consecutive days may propose resolutions. • All share classes carry equal dividend and voting rights; each share equals one vote.

Capital Management • The company may increase capital via public or private offerings, bonus issues or reserve capitalisation, subject to shareholder approval. • Share repurchases are permitted in specific circumstances such as employee stock plans, bond conversions or capital reductions; repurchased shares must be cancelled or disposed of within stipulated periods. • External guarantees exceeding 30% of total assets, or to entities with leverage above 70%, require shareholder approval.

Profit Distribution Policy • At least 10% of annual after-tax profit must be appropriated to the statutory reserve until it reaches 50% of registered capital. • Remaining profits, after covering losses and statutory appropriations, are distributable to shareholders; dividends may be in cash or shares.

Dissolution & Liquidation • Triggers include expiry of operating term, shareholder resolution, merger, split-up, licence revocation or court order. • A liquidation committee—comprising directors unless otherwise resolved—will manage asset realisation, debt settlement and distribution of residual assets.

Effective Date The Articles will become effective upon shareholder approval and necessary regulatory filings, superseding all previous versions.