China Automotive Interior Decoration Holdings Limited (C AUTO INT DECO) has issued its circular for the Annual General Meeting (AGM) scheduled for 10:30 a.m. on 2 June 2026 at The Center, Central, Hong Kong. Key resolutions to be voted on include board refreshment, auditor re-appointment, renewed share mandates and the launch of a new 2026 Share Option Scheme.
Board and Governance • Directors: Executive Director Ng Chung Ho and Independent Non-Executive Director Ng Li La, Adeline will retire by rotation and stand for re-election. Ms. Ng has served on the board for more than nine years and will be re-elected via a separate resolution in line with Corporate Governance Code B.2.3. • Auditor: Infinity CPA Limited is nominated for re-appointment, with the audit fee for FY 2026 estimated at HK$0.47 million–HK$0.57 million.
Capital Management Proposals • Share Repurchase Mandate: Directors seek authority to buy back up to 43.78 million shares, equivalent to 10% of the 437.79 million shares in issue (treasury shares excluded) as at the latest practicable date. • Share Issuance Mandate: Board seeks authority to allot and issue up to 87.56 million new shares, representing 20% of current issued capital, with an additional extension equal to the number of any shares repurchased. • Both mandates would remain in force until the next AGM, expiration of the statutory period, or earlier revocation.
2026 Share Option Scheme • Ten-year life span, replacing all previous schemes; maximum 10% of the issued share capital (43.78 million shares) can be issued upon exercise of options. • Eligible Participants: full-time/part-time employees and all directors within the Group. • Vesting: standard minimum holding period of 12 months; board may approve shorter vesting in specified circumstances (e.g., “make-whole” grants, death or disability, performance-based awards). • Exercise Price: not less than the highest of (i) closing price on offer date, (ii) five-day average closing price, or (iii) par value. • Clawback: options may be cancelled for misconduct, breach of terms, or actions detrimental to the Group. • Scheme adoption is conditional on shareholder approval and Stock Exchange listing of the underlying shares.
Key Dates • Register Closure: 28 May – 2 June 2026 (both days inclusive). • Record Date: 2 June 2026. • Proxy Deadline: 48 hours before the AGM.
Shareholders are encouraged to review the circular and exercise voting rights on the proposed resolutions at the forthcoming AGM.