Carry Wealth Holdings Limited (Carry Wealth) announced the results of its 5 June 2026 Annual General Meeting (AGM), where shareholders approved the bulk of agenda items but decisively voted down the re-election of three directors, creating immediate board-composition shortfalls under Hong Kong listing rules.
Key AGM outcomes
1. Financial reporting and mandates • Adoption of the 2025 audited financial statements and directors’ and auditor’s reports passed with 411.30 million votes in favour, representing 100% of votes cast. • General mandates to issue new shares, repurchase shares, and extend the issuance mandate each secured 100% approval (411.30 million votes). • ZSZH (HK) Fuson CPA Limited was re-appointed as auditor with unanimous support (411.30 million votes). • A special resolution to adopt new bye-laws also passed unanimously.
2. Director re-elections • Resolutions to re-elect Chairman and Executive Director Mr. Zhang ZiXing, Executive Director Mr. Yu Baosen, and Independent Non-Executive Director (INED) Mr. Yang Jusheng were rejected; each received only 8,000 votes in favour (0.01%) against 411.29 million votes (99.99%) against. • Other director re-elections—Mr. Lee Chi Ho (Executive Director), Mr. Lam Chi Wing (INED), and Ms. Li Qian (INED)—were approved unanimously. • Upon conclusion of the AGM, Mr. Zhang, Mr. Yu, and Mr. Yang retired from the board.
Immediate regulatory implications
• With Mr. Yang’s departure, Carry Wealth now has two INEDs, below the minimum three required under Listing Rule 3.10(1). • The audit committee is reduced to two members, falling short of the three-member requirement under Listing Rule 3.21. • The company intends to appoint a suitable candidate within three months to restore compliance and will issue further announcements when appropriate.
Board composition post-AGM
• Executive Director: Mr. Lee Chi Ho • Independent Non-Executive Directors: Mr. Lam Chi Wing, Ms. Li Qian
Shareholder participation
• Total shares in issue: 899.85 million. • Votes cast on each resolution: 411.30 million, indicating participation of approximately 45.70% of issued shares.
Carry Wealth expressed appreciation to the retiring directors for their service and confirmed that no disagreements or matters requiring shareholder attention were associated with their departures.