Zhejiang Expressway (0576) Announces EGM to Review Share Swap Merger with Zhejiang Oceanking Development

Bulletin Express
Feb 05

Zhejiang Expressway Co., Ltd. (0576) will hold an Extraordinary General Meeting (EGM) on March 20, 2026, at 10:00 a.m. on the 5th floor of No. 2 Mingzhu International Business Center, 199 Wuxing Road, Hangzhou, Zhejiang Province. The meeting will consider multiple special and ordinary resolutions related to a proposed share swap-based absorption and merger involving Zhejiang Oceanking Development Co., Ltd.

Key special resolutions include reviewing the overall merger plan, setting the issue price for the share swap, addressing arrangements for restricted shares, and approving protective mechanisms for dissenting shareholders. Share-related matters such as lock-up periods, disposal of claims and debts, transition arrangements, and updated articles of association will also be discussed. The agenda further proposes granting a specific mandate to the Board of Directors to issue new A shares, alongside authorizations for handling the transaction at the Board’s discretion.

Ordinary resolutions will focus on the transaction’s compliance with relevant measures, approval of an absorption and merger report, and confirmation of related audit and valuation reports. Additional resolutions involve assessing the independence of valuers, verifying valuation assumptions, reviewing internal control self-assessment, and confirming undertakings issued by Zhejiang Expressway for the transaction. The meeting will also confirm related-party transactions during the reporting period.

According to the announcement, holders of H shares intending to attend must be registered by March 19, 2026, with the register of members for H shares closed from March 17 to March 20, 2026 (both days inclusive). Proxies, voting procedures, and detailed instructions are outlined, and any corporate shareholder’s representative is required to provide proof of identity and authorization. The meeting will be conducted via on-site voting, and shareholders are responsible for their own travel and accommodations.

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