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ContiOcean Environment Tech Group Co., Ltd. — Governance Information 2026
Apr 22, 2026
50714_rns_2026-04-22_036fc192-5aaa-4de7-b052-b61e1df43193.pdf
Governance Information
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

ContiOcean
上海匯舸環保科技集團股份有限公司
CONTIOCEAN ENVIRONMENT TECH GROUP CO., LTD.
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2613)
PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION
This announcement is made by ContiOcean Environment Tech Group Co., Ltd. (上海匯舸環保科技集團股份有限公司) (the "Company") pursuant to Rule 13.51(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
On March 31, 2026, the board of directors of the Company proposed to make the following amendments (the "Proposed Amendments") to the articles of association of the Company (the "Articles of Association") to comply with the Listing Rules and to streamline the administrative management of the Company in respect of, among others, the number of members of the Board and the appointment of the financial officer.
| Before Amendments | After Amendments |
|---|---|
| Article 45 The shareholders’ meeting is the power of authority of the Company, comprising all shareholders, and shall exercise the following functions and powers in accordance with the laws: ... Transactions in which the Company unilaterally obtains benefits, including receipt of cash assets as gifts, debt relief, guarantees and subsidies, may be exempted from the shareholders’ meeting agenda as stipulated in the first paragraph in this Article. Transactions between the Company and its controlled subsidiaries under the scope of its consolidated statements or among the above controlled subsidiaries are exempted from the shareholders’ meeting agenda as set in the first paragraph in this Article, unless otherwise stipulated or damaging the legitimate interests of shareholders. | Article 45 The shareholders’ meeting is the power of authority of the Company, comprising all shareholders, and shall exercise the following functions and powers in accordance with the laws: ... Transactions in which the Company unilaterally obtains benefits, including receipt of cash assets as gifts, debt relief, guarantees and subsidies, may be exempted from the shareholders’ meeting agenda as stipulated in the first paragraph in this Article. Transactions between the Company and its controlled subsidiaries under the scope of its consolidated statements or among the above controlled subsidiaries are exempted from the shareholders’ meeting agenda as set in the first paragraph in this Article, unless otherwise stipulated or damaging the legitimate interests of shareholders. |
| Before Amendments | After Amendments |
|---|---|
| Article 118 The board of directors shall comprise eight directors. The board of directors shall have one chairman. Members of the Company’s board of directors include three independent non-executive directors. | Article 118 The board of directors shall comprise 5–15 directors. The board of directors shall have one chairman. The number of independent non-executive directors among the members of the board of directors of the Company shall not be less than 3 and shall represent at least one-third. |
| Article 120 The Company’s board of directors has established four special committees, namely the Audit Committee……(3) The appointment or dismissal of the financial officer of listed companies; (4) Changes in accounting policies or accounting estimates or corrections of significant accounting errors for reasons other than changes in accounting standards; (5) Laws, administrative regulations, the requirements of CSRC, the Hong Kong Listing Rules and other securities regulatory rules of the place where the Company’s shares are listed and other matters stipulated in these Articles of Association. …… | Article 120 The Company’s board of directors has established four special committees, namely the Audit Committee……(3) The appointment or dismissal of the financial officer of listed companies; (3) Changes in accounting policies or accounting estimates or corrections of significant accounting errors for reasons other than changes in accounting standards; (4) Laws, administrative regulations, the requirements of CSRC, the Hong Kong Listing Rules and other securities regulatory rules of the place where the Company’s shares are listed and other matters stipulated in these Articles of Association. …… |
The Proposed Amendments are subject to the approval of the shareholders of the Company (the “Shareholders”) by way of special resolution at the forthcoming annual general meeting of the Company (the “AGM”). Prior to the approval by passing of the special resolution at the AGM, the current Articles of Association remains effective.
A circular containing, among other things, details of the Proposed Amendments, together with a notice of the AGM will be despatched to the Shareholders in due course.
By order of the Board
ContiOcean Environment Tech Group Co., Ltd.
Zhou Yang
Chairman and Executive Director
Shanghai, PRC, April 22, 2026
As of the date of this announcement, the Board comprises: (i) Mr. Zhou Yang, Mr. Zhao Mingzhu, Mr. Chen Zhiyuan, Mr. Shu Wa Tung, Laurence and Mr. Chen Rui as executive directors; and (ii) Dr. Guan Yanmin, Mr. Zhu Rongyuan and Ms. Ng Sin Kiu as independent non-executive directors.