News & Press
VOLUNTARY ANNOUNCEMENT THE SHAREHOLDING OF THE FOUNDERS OF THE COMPANY
The Company would like to clarify that Dr. Xu Yao-Chang (“Dr. Xu”), Dr. Yu Hongping and Dr. Chen Zhui, the executive directors of the Company (collectively, the “Founders”) have not disposed of any shares of the Company (the “Shares”) held by them, directly or indirectly, in the year of 2023 up till the date of this announcement. Dr. Xu ceased to have voting rights in respect of 43,235,901 Shares held by the Trustees (as defined below) for share incentive purposes, following the amendments to Chapter 17 of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the “Listing Rules”) taking effect.The said 43,235,901 Shares were never beneficially owned by any of the Founders.
As disclosed in the prospectus of the Company dated September 30, 2021 (the “Prospectus”):
1.The Founders entered into an acting-in-concert agreement on May 26, 2021. As such, each of the Founders is deemed to be interested in the Shares each other is interested in.
2.Pursuant to the respective trust deeds, Computershare Hong Kong Trustees Limited and Futu Trustee Limited (collectively, the “Trustees”), both being the trustees of trusts set up by the Company to facilitate the administration of the 2019 Share Incentive Plan (as defined in the Prospectus), would exercise their voting rights of the Shares held for the 2019 Share Incentive Plan in accordance with the instructions of Dr. Xu. As such, the Founders were deemed to be interested in the Shares held by the Trustees for the purpose of disclosure of interest under Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the “SFO”).
The amendments to Chapter 17 of the Listing Rules took effect on January 1, 2023. As required under Rule 17.05A of the Listing Rules, trustees holding unvested shares of a share scheme, whether directly or indirectly, shall abstain from voting on matters that require shareholders’ approval under the Listing Rules, unless otherwise required by law to vote in accordance with the beneficial owner’s direction and such a direction is given.
By reason of the above, Dr. Xu ceased to be entitled to instruct the Trustees to exercise their voting rights in respect of such Shares held by them. As such, the Founders ceased to be deemed to be interested in 43,235,901 Shares held by the Trustees for the purpose of disclosure of interest under Part XV of SFO.
The Company noted that the above information may have been mistakenly perceived by the public as the Founders have disposed of 43,235,901 Shares held by them. The Company would like to clarify the Founders have not disposed of any Shares held by them, directly or indirectly, in the year of 2023 up till the date of this announcement. The said 43,235,901 Shares have always been held by the Trustees for share incentive purposes and were never beneficially owned by any of the Founders.
As at the date of this announcement, the Founders are interested in an aggregate of 118,116,676 Shares, which represents approximately 16.82% of the total issued Shares.
By order of the Board
Abbisko Cayman Limited Dr. Xu Yao-Chang
Chairman of the Board
Shanghai, August 29, 2023
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