BASiC Semiconductor Co., Ltd. (BASICSEMI) has issued a circular convening an extraordinary general meeting (EGM) for 28 August 2026 in Shenzhen to seek shareholder approval on five key resolutions.
Key agenda items 1. H-Share Repurchase Mandate • Authorises the board to repurchase up to 10% of the issued H-shares (excluding treasury shares) during the mandate period, equating to a ceiling of 28.75 million shares based on the current 287.53 million H-shares in issue. • Repurchased shares may be cancelled, held as treasury shares or used for equity incentives. • The mandate will lapse at the earlier of the next AGM or a shareholder resolution to vary/revoke it.
2. Adoption of H-Share Equity Incentive Scheme • Overall scheme limit set at 10% of the company’s total issued shares, or 30.43 million shares. • A sub-limit of 1% (3.04 million shares) applies to awards granted to service providers. • Eligible participants include employees, directors, related-entity staff and certain external service providers. • Awards will be satisfied solely with existing H-shares acquired on-market by an independent trustee. • Minimum vesting period is 12 months, with performance-linked conditions and claw-back provisions at the board’s discretion.
3. Authorisation to the Board • Empowers directors or authorised persons to implement and administer all matters related to the incentive scheme, including selecting grantees, setting purchase prices and vesting criteria, and appointing trustees.
4. General Mandate to Issue H-Shares • Permits the board to allot, issue or deal in new H-shares and related securities up to 20% of the existing share capital, representing a maximum of 60.86 million shares. • The mandate includes the sale or transfer of treasury shares and will remain effective until the next AGM or earlier revocation.
5. Amendments to Articles of Association • Reflect updates to registered capital (RMB 60.86 million) and total issued share count (304.29 million shares) following the July 2026 Hong Kong listing of 27.39 million new H-shares and full circulation conversion of 260.15 million domestic shares.
Meeting logistics • Register of members will close from 25 to 28 August 2026. • Shareholders recorded on 28 August 2026 are entitled to vote. • Proxy forms must be lodged no later than 2:30 p.m. on 27 August 2026.
As of the latest practicable date (6 August 2026), BASICSEMI has 304.29 million ordinary shares outstanding, comprising 287.53 million H-shares and 16.76 million domestic shares.