China Xinhua Education Group Limited (CH XINHUA EDU) has issued a circular convening its annual general meeting for 10:00 a.m. on 16 June 2026 at Anhui Xinhua University, Hefei.
Key resolutions to be put to shareholders include:
1. Capital Mandates • A general mandate authorising the Board to issue, transfer or deal with new shares up to 20% of the issued share capital (excluding any treasury shares) as at the AGM date. Based on the 1.61 billion shares outstanding on the latest practicable date (22 Apr 2026), the mandate would allow up to 321.72 million new shares. • A repurchase mandate permitting buy-backs of up to 10% of issued shares, equivalent to a maximum 160.86 million shares. Repurchased shares may be cancelled or held as treasury stock. • An extension mandate to increase the issuance limit by the number of shares actually repurchased.
2. Auditor Rotation KPMG will retire at the AGM. The Board, with Audit Committee endorsement, proposes appointing Rongcheng (Hong Kong) CPA Limited, with an indicative audit fee between RMB1.08 million and RMB1.58 million.
3. Board Composition Non-executive chairman and founder Wu Junbao, and independent directors Jiang Min and Yang Zhanjun will retire by rotation and stand for re-election individually.
4. Administrative Details • Shareholders may submit proxy forms until 10:00 a.m. on 14 Jun 2026. • The register of members will close from 11 Jun to 16 Jun 2026 (both days inclusive). • Voting on all resolutions will be by poll.
Additional Information • Controlling shareholder Wu Junbao holds 1.15 billion shares, or 71.77% of issued capital. Should the full buy-back mandate be exercised, his stake would rise to approximately 79.74%, still below any mandatory offer threshold under the Hong Kong Takeovers Code. • No share repurchases were conducted in the six months preceding 22 Apr 2026.
The Board recommends shareholders vote in favour of all proposed resolutions at the forthcoming AGM.