CDV Holdings Issues AGM Circular; Seeks 20% Share Issuance Mandate, 10% Buy-Back Limit and Board Re-elections

Bulletin Express
08/31

China Digital Video Holdings Limited (CDV Holdings) has dispatched its circular for the Annual General Meeting scheduled at 10:00 a.m. on 23 September 2026 in Beijing. Key proposals include:

• Capital mandates – Issuance Mandate: authority to allot and deal with up to 20% of issued shares, equal to a maximum 126.07 million shares based on the current 630.33 million shares outstanding. – Repurchase Mandate: authority to buy back up to 10% of issued shares, or 63.03 million shares. – Extension Mandate: any shares repurchased can be added to the issuance limit.

• Governance items – Re-election of Executive Director Liu Baodong and Independent Non-executive Directors Li Wanshou and Jian Nianqiang. – Re-appointment of Prism Hong Kong Limited as external auditor; audit fee expected in the RMB 0.98 million–1.03 million range. – Adoption of the Eighth Amended and Restated Memorandum and Articles of Association, which codifies virtual meeting provisions and aligns with HKEX paperless listing rules.

• Share capital and shareholder impact – As at 21 August 2026, CDV Holdings had 630.33 million shares in issue with no treasury shares. – Largest shareholder Zheng Fushuang holds 223.71 million shares (35.49%). A full exercise of the buy-back mandate would lift his stake to 39.43%, triggering a mandatory offer under Hong Kong’s Takeovers Code; the board states it has no present plan to repurchase shares to that extent.

• Key dates – Register of members closes 18–23 September 2026 (both days inclusive); shareholders recorded on 23 September 2026 may attend and vote. – Proxy forms must reach Computershare Hong Kong Investor Services by 10:00 a.m., 21 September 2026.

All resolutions require shareholder approval by poll at the AGM. The board recommends voting in favour of each item.

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