Zall Smart Commerce Schedules 28 May 2026 AGM; Seeks 20% Share Issuance Mandate and 10% Buy-Back Authority

Bulletin Express
04/23

Zall Smart Commerce Group Ltd. has issued a notice convening its Annual General Meeting (AGM) for 28 May 2026 at 10:30 a.m. in Wuhan. Key matters slated for shareholder approval include:

1. FY 2025 Results Adoption • Shareholders will vote on receiving and approving the audited consolidated financial statements and the reports of the directors and auditor for the year ended 31 December 2025.

2. Board Composition • Re-election of three directors: Executive Director Ms. Fan Xiaolan and Independent Non-executive Directors Mr. Cheung Ka Fai and Mr. Zhu Zhengfu. • The Board also seeks authority to determine directors’ remuneration.

3. Auditor Re-appointment • Baker Tilly Hong Kong Limited is nominated to continue as external auditor until the next AGM, with remuneration to be set by the Board.

4. Capital Management Mandates • General Issuance Mandate: Directors request authority to allot and issue new shares up to 20% of the company’s issued share capital, exclusive of any treasury shares, during the mandate period. • Share Buy-Back Mandate: Approval sought to repurchase up to 10% of issued shares on the Hong Kong Stock Exchange or other recognised exchanges, in line with Hong Kong regulations. • Mandate Extension: Conditional on the above approvals, the share issuance limit may be increased by the volume of shares repurchased under the buy-back mandate, effectively allowing reissuance of repurchased shares.

5. Procedural Details • Shareholders recorded on the register as of 28 May 2026 will be eligible to attend and vote. The register will close from 22 May to 28 May 2026 (both dates inclusive). • Proxy forms must be lodged with Union Registrars Limited by 10:30 a.m. on 26 May 2026.

The Board currently comprises five executive directors and three independent non-executive directors, chaired by Mr. Yan Zhi.

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