B&K Corp sets 4 Sept EGM to seek approval for full H-share circulation, new 10-year share award scheme and interim dividend plan

Bulletin Express
Aug 20

B&K Corporation Limited will convene an extraordinary general meeting (EGM) in Beijing on 4 September 2026 to vote on seven major proposals aimed at reshaping its capital base and incentive structure.

Key proposals 1. Full circulation of unlisted shares • The board seeks authorisation to convert 21.68 million domestic shares—18.43 % of B&K’s 117.66 million issued shares—into H shares for trading on Hong Kong’s main board. • Largest participants: Chairperson Jia Lijia (8.05 million shares), Executive Director Wang Kelong (0.82 million), founder-shareholder Li Gewei (8.40 million) and three investment partnerships (4.41 million collectively). • Conversion is subject to CSRC filing, Stock Exchange approval and shareholder consent.

2. Board mandate for circulation process Shareholders will vote on granting the board and its delegates wide powers to handle all filings, professional appointments and listing procedures linked to the conversion.

3. Amendments to Articles of Association Revisions align the company’s constitutional documents with the proposed full-circulation framework and clarify that board approval—not shareholder approval—is sufficient for future conversions of unlisted shares into H shares.

4. 2026 interim profit distribution As at 30 June 2026 the company recorded no distributable profit; management therefore proposes no interim dividend, no capitalisation of reserves and no other distribution.

5. Ten-year H-Share Award Scheme • Proposed scheme duration: 10 years from adoption date. • Scheme mandate limit: up to 11.77 million new or treasury H shares, equal to 10 % of current issued share capital. • Service-provider sublimit: 2.35 million H shares, or 2 % of issued share capital. • Vesting period: minimum 12 months, with shorter periods permitted for employee participants only under specified exceptional circumstances. • Awards may carry performance targets and are subject to claw-back in cases such as financial mis-statement, misconduct or regulatory requirements.

6. Initial conditional awards Subject to scheme approval, the board has conditionally granted 2.33 million award shares (1.98 % of issued capital) at nil consideration: • 1.16 million shares to one employee for contributions to collaborative projects and commercial-planning work. • 1.16 million shares to a consultant engaged for at least 12 months to provide global commercialisation and policy-analysis services. Both grants carry a 12-month performance-based vesting schedule.

Shareholders of record on 4 September 2026 must lodge share transfers by 4:30 p.m. on 31 August 2026 to qualify for attendance and voting. Proxy forms are due by 10:00 a.m. on 3 September 2026.

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