China Investment and Finance Group Limited (CH INV FIN GP) has issued a circular convening its Annual General Meeting (AGM) for 28 September 2026 at 11:30 a.m. in Hong Kong. Shareholders will vote on several key resolutions that collectively seek to refresh the company’s capital-management flexibility and board composition.

Key proposals

• Capital mandates – Share Issue Mandate: Directors request authority to allot, issue or deal in up to 20% of the company’s issued share capital, equivalent to 82.52 million new shares based on the 412.60 million shares outstanding as of 28 August 2026. – Share Repurchase Mandate: Approval is sought to buy back shares totaling up to 10% of issued share capital, or 41.26 million shares. Shares repurchased may be cancelled or held as treasury shares, subject to market conditions and capital needs.

• 2026 Share Option Scheme – Replacement for the expired 2013 scheme; effective upon shareholder and Stock Exchange approval. – Scheme mandate limit set at 10% of issued shares (41.26 million). – Options carry a minimum vesting period of 12 months; shorter terms are allowed under defined circumstances such as “make-whole” grants for new hires or accelerated vesting on death or disability. – Exercise price will be no lower than the higher of (i) the grant-date closing price, (ii) the five-day average closing price, or (iii) the nominal value of a share. – Grants may include performance targets and clawback provisions at the Board’s discretion; options lapse automatically under specified cessation or misconduct events.

• Board composition – Re-election of Executive Director Mr Chan Cheong-Yee and Independent Non-executive Directors (INEDs) Mr Hon Leung and Mr Thanakon Kunna. – The Nomination Committee confirms the independence of all INEDs and supports their re-appointment.

• Auditor re-appointment – Elite Partners CPA Limited is nominated to continue as external auditor for the year ending 31 March 2027, with an audit fee estimated between HK$0.43 million and HK$0.45 million.

• Voting details All resolutions will be decided by poll. Proxy forms must be submitted to Union Registrars Limited no later than 48 hours before the AGM. The share register will be closed from 23 September to 28 September 2026, with 28 September set as the record date for voting eligibility.

The Board recommends shareholders vote in favour of all resolutions, citing enhanced flexibility in capital management, refreshed long-term incentives for employees and directors, and continuity in governance and audit oversight.