CHI P ENERGY Tables 20% Share Issuance & 10% Buy-back Mandates, Sets AGM for 14 May 2026

Bulletin Express
Apr 08

China Primary Energy Holdings Ltd. (abbr. CHI P ENERGY) has issued a circular convening its 2026 annual general meeting (AGM) for 14 May 2026 at 11:00 a.m. in Hong Kong. Key proposals and data points include:

• Renewal of General Mandates – Share Issue Mandate: Directors seek authority to allot and issue up to 20% of the existing issued share capital, equivalent to 204.80 million shares (based on 1.02 billion shares in issue as at 27 March 2026). – Share Repurchase Mandate: Authority to buy back up to 10% of issued shares, or 102.40 million shares. – Extension Mandate: Number of shares repurchased under the buy-back mandate may be added to the new issue limit. – Mandates remain effective until the 2027 AGM, earlier expiry under law, or shareholder revocation.

• Director Re-elections – Executive Director and Chairperson Ms. Ma Zheng (major shareholder with 36.52% stake) and Independent Non-Executive Director (INED) Mr. Chung Chin Keung will retire by rotation and stand for re-election. – Two long-serving INEDs, Mr. Wan Tze Fan Terence (21 years) and Mr. Chung Chin Keung (18 years), continue to meet GEM independence criteria.

• Auditor Re-appointment – Proposal to re-appoint BDO Limited as external auditor and authorise the Board to determine remuneration.

• Potential Takeovers Code Implication – Full utilisation of the buy-back mandate could raise Ms. Ma Zheng’s shareholding to 40.58%, crossing the 40% threshold under the Hong Kong Takeovers Code. The Board states it has no intention to repurchase shares to a level that would trigger a mandatory general offer.

• Important Dates – Record date for AGM eligibility: 8 May 2026; share transfers must be lodged by 4:30 p.m. that day. – Proxy submission deadline: 11:00 a.m. on 12 May 2026 (48 hours before the AGM).

• Additional Resolutions – Adoption of the 2025 audited financial statements. – Authorisation for the Board to fix directors’ remuneration.

All resolutions will be voted on by poll. The circular, proxy form and related documents are available on the HKEX and company websites.

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