Mech-Mind Robotics Technologies Co., Ltd. (“MECH-MIND ROBOT”) released its updated Articles of Association, effective upon the company’s H-share listing on the Main Board of The Stock Exchange of Hong Kong Limited on 1 September 2026. The document sets out the group’s corporate governance model, share capital composition, and shareholder rights following its overseas initial public offering.
Key Highlights
1. Share Capital and Listing • Registered capital is set at RMB 6.25 million, divided into 125.01 million ordinary shares with a par value of RMB 0.05 each. • The IPO comprised 23.14 million H shares, taking total issued shares to 125.01 million. Post-listing, 113.06 million shares (90.44 %) are H shares, while 11.95 million shares (9.56 %) remain domestic unlisted shares. • Shareholders of domestic unlisted shares may convert them into H shares subject to regulatory procedures, with no shareholder vote required.
2. Founding Shareholder Base • Twenty-four founding shareholders initially injected audited net assets of RMB 1.03 billion (as of 30 April 2025) for 4.84 million shares. • Largest promoters at inception included Shenzhen Hanchen Venture Capital Fund Partnership (14.35 % of founding shares), Suzhou Qiming Rongke Equity Investment Partnership (7.77 %) and Beijing Kuxun Technology Co., Ltd. (8.97 %).
3. Governance Structure • Board of Directors: Eight members with one chairman; terms of three years and re-election permitted. • Audit Committee established as the standing supervisory body, assuming the duties of a board of supervisors. • At least one board seat will be reserved for employee representatives if the workforce exceeds 300. • Shareholder meetings remain the supreme authority; certain capital-raising mandates up to 20 % of issued H shares and debt issuance parameters can be delegated to the board.
4. Shareholder Protections • Ordinary resolutions require a simple majority; special resolutions require at least a two-thirds majority. • Connected shareholders must abstain from voting on related-party transactions; approval thresholds are determined by non-connected shareholders. • Share buybacks are capped at 10 % of issued capital if undertaken for employee incentives, bond conversion or value protection purposes, with set cancellation or transfer timelines.
5. Dividend Policy • Cash dividends are prioritised when statutory thresholds on profitability, cash flow and reserve adequacy are satisfied. • Distribution must be executed within two months of shareholder approval.
6. Audit & Reporting • The fiscal year runs from 1 January to 31 December. • Annual and interim reports will follow mainland and Hong Kong regulatory standards; only statutory accounting books are permitted.
7. Party Organisation • A Communist Party of China organisation will be established within the company, with resources provided for party activities in accordance with the Party Constitution.
The Articles will supersede previous bylaws and are subject to amendments only through special resolutions of shareholders and subsequent regulatory approvals.