GDS Holdings Limited (9698) Announces Proxy Statement/Circular for Preferred Shareholders’ General Meeting

Bulletin Express
Feb 06

GDS Holdings Limited (Stock Code: 9698), which is controlled through a weighted voting rights structure, released an announcement regarding a general meeting of holders of its Series B convertible preferred shares, scheduled for February 24, 2026 at 5:30 p.m. China Standard Time in Shanghai. The meeting will address amendments to the rights attached to the Class B ordinary shares, specifically proposing to increase the voting power of shares held by Chairman and Chief Executive Officer William Wei Huang from 20 votes per share to 50 votes per share when certain ownership thresholds are met.

According to the announcement, Mr. Huang beneficially owns 43,590,336 Class B ordinary shares and 2,549,368 Class A ordinary shares in the form of American Depositary Shares. Currently, Class B shares confer 20 votes each for the election of a majority of directors and for changes to the company’s articles of association that would adversely affect these shares. The proposed increase to 50 votes per share is intended to further strengthen control by Chinese nationals under the weighted voting rights framework. The board of directors indicated that the proposed adjustment would not alter the existing governance structure or shareholders’ broader rights, as Mr. Huang already holds a de facto majority of board appointments. The board recommends voting in favor of the proposal, citing its significance for serving key customers and fulfilling regulatory compliance requirements in the Chinese Mainland.

The final decision on the proposal requires approval by at least 75% of votes cast by holders of the Series B convertible preferred shares present in person or by proxy at the meeting. Details of the proposed amendments and the revised articles of association were included in the posted circular and proxy statement. The board encourages eligible shareholders to review the full text of the announcement for additional procedural and voting information.

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