GF Securities proposes governance, operational overhauls aligned with new company law

GF Securities Co., Ltd. announced proposed amendments to its Articles of Association, Rules of Procedure for General Meeting, and Rules of Procedure for the Board of Directors. These changes, approved by the board on December 1, 2025, are driven by the new Company Law of the People’s Republic of China, which came into effect on July 1, 2024, and related rules from the China Securities Regulatory Commission (CSRC) and Hong Kong Stock Exchange Listing Rules. An extraordinary general meeting and class meetings will be convened to seek shareholder approval for these amendments.

Key proposed revisions include establishing an audit committee under the board to exercise supervisory powers, reflecting changes in shareholder disclosure thresholds (from 5% to 1% for certain proposals), and updating definitions and procedural requirements. The company will also delete several outdated articles, including those related to specific share transfer procedures for overseas-listed foreign shares and certain financial assistance provisions, in line with repealed Mandatory Provisions and updated Guidelines. The total number of shares of the company is 7,605,845,511 ordinary shares, comprising 5,904,049,311 A shares and 1,701,796,200 H shares, remaining unchanged as of November 30, 2025.