CRSC to overhaul governance, renew financial services agreement

China Railway Signal & Communication Corporation Limited (CRSC) plans to abolish its supervisory committee, delegating its powers to the audit and risk management committee under the board of directors. This move, aimed at deepening governance reform and enhancing effectiveness, will also lead to amendments to the articles of association and rules of procedure for general meetings and the board of directors. Shareholders' rights will be enhanced by reducing the proposal submission threshold for general meetings from 3% to 1% of shares.

Concurrently, CRSC announced the renewal of its financial services framework agreement with CRSC Group and Finance Company for a three-year term, from January 1, 2026, to December 31, 2028. This continuing connected transaction involves deposit, credit, and other financial services. The maximum daily credit balance CRSC Group receives from Finance Company shall not exceed RMB500 million annually for each of the years ending December 31, 2026, 2027, and 2028.

Deposit services are exempt from most Listing Rules requirements. Credit services are subject to reporting, annual review, and announcement requirements, but exempt from independent shareholders’ approval as the highest applicable percentage ratio is between 0.1% and 5%. Other financial services are generally exempt unless transaction amounts exceed the minimum exemption level. The board, including independent non-executive directors, deems the renewed agreement fair and reasonable, and in the company’s best interest.