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RemeGen Co., Ltd. AGM Information 2025

May 26, 2025

51206_rns_2025-05-26_51b9dc7a-ea67-4713-99e0-fb5110a06f2c.pdf

AGM 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 notice, 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 notice.

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RemeGen

栾昌生物

RemeGen Co., Ltd.*

栾昌生物製藥(煙台)股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 9995)

NOTICE OF 2024 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2024 annual general meeting (the "AGM") of RemeGen Co., Ltd.* (栾昌生物製藥(煙台)股份有限公司) (the "Company") will be held at Room 6134, Phase III Building of the Company at 58 Middle Beijing Road, Yantai Development Zone, Yantai Area of Shandong Pilot Free Trade Zone, PRC at 2:00 p.m. on June 26, 2025 or at any adjournment thereof for the purpose of considering and, if thought fit, passing the following resolutions. Unless otherwise specified, capitalized terms used in this notice shall have the same meaning as those defined in the circular of the Company dated May 27, 2025 (the "Circular").

ORDINARY RESOLUTIONS

  1. To consider and approve the report on the work of the Board of Directors of the Company for the year 2024.
  2. To consider and approve the report on the work of the Supervisory Committee of the Company for the year 2024.
  3. To consider and approve the financial accounts report of the Company for the year 2024.
  4. To consider and approve the full text of annual report of the Company for the year 2024 and its summary.
  5. To consider and approve the annual profit distribution plan of the Company for the year 2024.
  6. To consider and approve the re-appointment of 2025 domestic and foreign accounting firms.
  7. To consider and confirm the remuneration of Directors of the Company.
  8. To consider and confirm the remuneration of Supervisors of the Company.

SPECIAL RESOLUTIONS

  1. To consider and approve the general mandate to issue additional shares of the Company.

  2. To consider and approve the change of registered capital of the Company, the cancellation of the supervisory committee of the Company and the proposed amendments to the Articles of Association of the Company.

  3. To consider and approve the proposed amendments to the Rules of Procedures for the Meeting of Shareholders of the Company.

ORDINARY RESOLUTIONS

  1. To consider and approve the proposed amendments to the Rules of Procedures for the Board of Directors of the Company.

  2. To consider and approve the proposed amendments to the Terms of Reference for the Independent Directors of the Company.

In addition, the AGM will listen to independent directors' work report for the year 2024.

By order of the Board
RemeGen Co., Ltd.*
榮昌生物製藥(煙台)股份有限公司
Mr. Wang Weidong
Chairman and executive director

Yantai, the PRC
May 27, 2025

  • For identification purposes only

  • 3 -

Notes:

  1. All resolutions at the AGM will be taken by poll (except where the chairman decides to allow a resolution relating to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. The results of the poll will be published on the websites of the Company at www.remegen.com and The Stock Exchange of Hong Kong Limited at www.hkexnews.hk after the AGM.

  2. Any shareholder entitled to attend and vote at the AGM convened by the above notice is entitled to appoint one or more proxies to attend and vote instead of him/her. A proxy need not be a shareholder of the Company.

  3. In order to be valid, the instrument appointing a proxy together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be completed and returned to the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for holders of H Shares), at least 24 hours before the AGM (i.e. before 2:00 p.m. on June 25, 2025) or any adjourned meeting thereof. Completion and return of the form of proxy will not preclude a shareholder from attending and voting at the AGM or any adjourned meeting thereof should he/she so wish.

  4. For the purpose of determining the list of holders of H Shares who are entitled to attend the AGM, the H Share register of members of the Company will be closed from June 23, 2025 to June 26, 2025, both days inclusive, during which period no transfer of H Shares will be registered. The holders of H Shares whose names appear on the H Share register of members of the Company on June 23, 2025 shall be entitled to attend and vote at the AGM. In order to be eligible to attend and vote at the AGM, unregistered holders of the H Shares shall ensure all transfer documents accompanied by the relevant share certificates must be lodged with the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 p.m. on June 20, 2025 for registration.

  5. Where there are joint registered holders of any share, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he/she was solely entitled thereto, but if more than one of such joint holders are present at the AGM, whether in person or by proxy, the joint registered holder present whose name stands first on the register of members of the Company in respect of the shares shall alone be entitled to vote in respect thereof.

  6. The AGM is expected to take less than half a day. Shareholders who attend the AGM shall be responsible for their own travel and accommodation expenses. Shareholders may contact the Company at +86-0535-3573685 or [email protected] for any enquiries in respect of the AGM.

As at the date of this notice, the board of directors of the Company comprises Mr. Wang Weidong, Dr. Fang Jianmin, Mr. Lin Jian and Mr. Wen Qingkai as executive directors, Dr. Wang Liqiang and Dr. Su Xiaodi as non-executive directors, and Mr. Hao Xianjing, Mr. Chen Yunjin and Mr. Huang Guobin as independent non-executive directors.