Joyson Electronic to revamp governance, capital structure with new H-shares

Ningbo Joyson Electronic Corp. announced on December 6, 2025, a series of significant corporate governance and capital structure changes. These include a reduction in registered capital, cancellation of the board of supervisors, and extensive revisions to its Articles of Association and other internal governance documents. The registered capital will first decrease from RMB 1,408,701,543 to RMB 1,395,670,563 due to the cancellation of 13,030,980 repurchased shares as of July 31, 2025. Subsequently, the registered capital will increase to RMB 1,550,770,563 following the issuance of 155,100,000 H-shares on November 6, 2025, which were listed on the Hong Kong Stock Exchange.

To streamline governance, the company will abolish its board of supervisors, with responsibilities transitioning to the board's audit committee. This change necessitates substantial revisions across the company's Articles of Association and 22 related governance documents, including rules of procedure for the Shareholders' Meeting, Board of Directors' Meeting, and independent director system. These revisions, approved by the board on December 5, 2025, are pending shareholder approval at the first extraordinary general meeting on December 24, 2025.

Additionally, the board approved providing guarantees up to $1.3 bn for loans to its automotive safety division subsidiaries. These guarantees, granted by a syndicate led by Deutsche Bank AG Singapore Branch and China Merchants Bank Co., Ltd. London Branch, aim to optimize debt structure and support business development. The total external guarantees, including these, will be RMB 1,680,908.52 (123.98% of net assets), with outstanding guarantees of RMB 1,057,539.40 (78% of net assets).