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PegBio Co., Ltd. — AGM Information 2026
Jun 24, 2026
50676_rns_2026-06-24_4c527908-e82e-4673-9f63-355e39bea3bb.pdf
AGM Information
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (“Stock Exchange”) 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.

PegBio Co., Ltd.
派格生物醫藥(杭州)股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2565)
(1) POLL RESULTS OF THE ANNUAL GENERAL MEETING
HELD ON WEDNESDAY, JUNE 24, 2026;
(2) APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND
CHANGE OF BOARD COMMITTEE MEMBERS;
(3) RE-COMPLIANCE WITH LISTING RULES; AND
(4) AMENDMENTS TO THE ARTICLES OF ASSOCIATION
References are made to the circular (the "Circular") and notice (the "Notice") of annual general meeting (the "AGM") of PegBio Co., Ltd. (the "Company"), both dated June 1, 2026. Unless the context requires otherwise, the capitalized terms used herein shall have the same meanings as those defined in the Circular and Notice.
The board (the "Board") of directors (the "Director(s)") of the Company is pleased to announce that at the AGM held on June 24, 2026, all the proposed resolutions ("Resolution(s)") as set out in the Notice were taken by poll and duly passed.
The poll results are as follows:
| Ordinary Resolutions | Number of Votes (%) | |||
|---|---|---|---|---|
| For | Against | Abstain | ||
| 1. | To consider and approve the resolution on the 2025 Report of the Board of Directors. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 2. | To consider and approve the resolution on the 2025 Report of the Supervisory Committee. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 3. | To consider and approve the resolution on the 2025 Annual Report and audited financial statements for 2025. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 4. | To consider and approve the resolution on the 2025 Profit Distribution Plan. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 5. | To consider and approve the resolution on the proposed annual financial budget for 2026. | 129,530,797 | ||
| (99.1135%) | 140,005 | |||
| (0.1071%) | 1,018,528 | |||
| (0.7794%) | ||||
| 6. | To consider and approve the resolution on the proposed appointment of independent non-executive Director. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) |
| Ordinary Resolutions | Number of Votes (%) | |||
|---|---|---|---|---|
| For | Against | Abstain | ||
| 7. | To consider and approve the resolution on the proposed re-appointment of auditor and to authorize the Board to fix its remuneration. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 8. | To consider and approve the resolution on the proposed remuneration for Directors and Supervisors for 2026. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 9. | To consider and approve the resolution on the proposed application for credit facilities from financial institutions. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| Special Resolutions | Number of Votes (%) | |||
| For | Against | Abstain | ||
| 10. | To consider and approve the resolution on the proposed increase in registered capital and amendments to the articles of association. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) | ||||
| 11. | To consider and approve the proposed granting of a general mandate to the Board to exercise the right to allot, issue and/or deal with new shares of the Company. | 130,548,625 | ||
| (99.8923%) | 140,005 | |||
| (0.1071%) | 700 | |||
| (0.0005%) | ||||
| 12. | To consider and approve the proposed granting of general mandate to the Board to repurchase H Shares. | 130,688,630 | ||
| (99.9995%) | 0 | |||
| (0.0000%) | 700 | |||
| (0.0005%) |
Notes:
(a) As more than 50% of the votes were cast in favour of each of the above ordinary Resolutions numbered 1 to 9, each of the Resolutions numbered 1 to 9 was duly passed by the Shareholders by way of poll.
(b) As more than two-thirds of the votes were cast in favour of each of the above special Resolutions numbered 10 to 12, each of the Resolutions numbered 10 to 12 was duly passed by the Shareholders by way of poll.
(c) As at the date of the AGM, (i) the total number of Shares of the Company in issue was 391,091,532 Shares, comprising 284,300,339 H Shares and 106,791,193 Unlisted Shares, which is the total number of Shares entitling the holders to attend and vote on the resolutions in the Notice; and (ii) there were no repurchased Shares pending cancellation and no treasury shares held by the Company.
(d) No Shareholder was required to abstain from voting in respect of any of the Resolutions proposed at the AGM and none of the Shareholders has stated their intention in the Circular to vote against or to abstain from voting on any of the Resolutions proposed at the AGM. There was no Shares entitling the holders of which to attend and abstain from voting in favour of the Resolutions proposed at the AGM as set out in Rule 13.40 of the Listing Rules.
(e) Accordingly, the number of Shares entitling the holders of which to attend and vote on the Resolutions was 391,091,532 Shares.
(f) All Directors, namely Dr. Michael Min XU, Ms. Xiaojun WANG, Dr. Xiangjun ZHOU, Dr. Yuhong XU, Ms. Ting ZHAI, Mr. Hongkai LI, Dr. Jiancun ZHANG and Dr. Yangyang CHEN attended the AGM in person or by electronic means. Ms. Yik Lam LIAO, the independent non-executive Director proposed to be appointed during the AGM, also attended the AGM. All supervisors, namely Ms. Mengjiao WANG, Mr. Yongjun KONG and Mr. Dong LI attended the AGM in person or by electronic means.
(g) The Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, two Shareholders' representatives, and one supervisor of the Company acted as the scrutineer for the vote-taking at the AGM.
3
APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND CHANGE OF BOARD COMMITTEE MEMBERS
Upon approval at the AGM, Ms. Yik Lam LIAO (“Ms. LIAO”) has been appointed as an independent non-executive Director of the second session of the Board, for a term up to the expiration of the second session of the Board commencing from June 24, 2026.
Ms. LIAO will serve as the chairperson of the Audit Committee and a member of each of the Remuneration and Appraisal Committee and the Nomination Committee, with a term of office consistent with her term as an independent non-executive Director of the second session of the Board. The Company will enter into a service agreement with Ms. LIAO. Ms. LIAO will receive an annual Director’s remuneration of HK$200,000 (tax inclusive), which was determined with reference to her duties and responsibilities and the prevailing market conditions.
The biographical details of Ms. LIAO and the information required to be disclosed under Rule 13.51(2) of the Listing Rules are set out in the Circular. As at the date of this announcement, there have been no changes to such information.
The Board wishes to express its warm welcome to Ms. LIAO for joining the Board.
RE-COMPLIANCE WITH LISTING RULES
Reference is made to the announcement of the Company dated May 19, 2026 in relation to, among others, the non-compliance of Rule 3.10(1), 3.10A, 3.21, 3.25, 3.27A and B.3.5 of the CG Code of the Listing Rules. After the afore-mentioned appointment of Ms. LIAO, the Company will re-comply with Rule 3.10(1), 3.10A, 3.21, 3.25, 3.27A and B.3.5 of the CG Code of the Listing Rules.
AMENDMENTS TO THE ARTICLES OF ASSOCIATION
As the resolution numbered 10 regarding the amendments to the Articles of Association was approved at the AGM, the amendments to the Articles of Association shall take effect after the adoption of resolution 10 at the AGM on June 24, 2026. The Company will undertake necessary filing procedures in Hong Kong and the PRC in due course. The full text of the amended Articles of Association will be published on the websites of the Stock Exchange at www.hkexnews.hk and of the Company at www.pegbio.com. Shareholders of the Company should be aware that the English version of the Articles of Association is a translation from the Chinese version. The Chinese version of the Articles of Association shall prevail in the case of discrepancies and/or inconsistencies between the two versions.
By order of the Board
PegBio Co., Ltd.
Michael Min XU
Chairman of the Board, Executive Director
and General Manager
Hong Kong, June 24, 2026
As of the date of this announcement, the Board of Directors of the Company comprises: (i) Dr. Michael Min XU and Ms. Xiaojun WANG as executive Directors; (ii) Dr. Xiangjun ZHOU, Dr. Yuhong XU, Ms. Ting ZHAI and Mr. Hongkai LI as non-executive Directors; and (iii) Dr. Jiancun ZHANG, Dr. Yangyang CHEN and Ms. Yik Lam LIAO as independent non-executive Directors.