China Beidahuang Industry Group Holdings Limited Announces Conditional Resignation of Four Directors Amid High Court Proceedings

Key Points for Investors

• China Beidahuang Industry Group Holdings Limited (Stock Code: 00039) announced the receipt of resignation letters from four directors on 13 March 2026.
• The resignations are subject to the outcome of a High Court action regarding the validity of their appointments as directors and an outstanding injunction order.
• The resignations are effective from 13 March 2026, but only if the Court determines the directors were validly appointed in the first place.
• This development follows a period of legal uncertainty around board appointments, which could have implications for corporate governance and decision-making stability.
• The resigning directors have confirmed there are no disagreements with the Board and no other matters to bring to shareholders’ attention.

Detailed Summary

On 13 March 2026, China Beidahuang Industry Group Holdings Limited (the “Company”) formally received resignation letters from four individuals: Mr. LIU Xiaopeng, Mr. CHONG Cha Hwa, Mr. YANG Yunguang, and Mr. WONG Tak Fan Frankie. These individuals, collectively known as the “Relevant Individuals,” had previously been appointed as directors at a Board meeting held on 30 June 2025.

However, the validity of their appointments is currently being challenged in the High Court of Hong Kong. There is ongoing litigation questioning the effectiveness of the board meeting that approved these appointments. Additionally, an injunction order issued by the High Court on 11 July 2025 prohibits these individuals from acting or presenting themselves as directors, committee members, or committee chairmen of the Company.

In their resignation letters, all four Relevant Individuals stated that, without admitting any liability and without prejudice to their positions in the ongoing court case, they wish to resign due to personal reasons. Importantly, their resignations are conditional: if and only if the Court ultimately finds that they were validly appointed as directors, their resignations will take effect as of 13 March 2026, the date the Company received their letters.

Potential Impact on Shareholders and Share Price

• Uncertainty Over Board Composition: The ongoing legal action means there remains uncertainty regarding the legitimacy of previous board decisions and the actual composition of the Board. This could affect investor confidence and share price volatility.
• Corporate Governance Risks: The injunction and resignations highlight risks around corporate governance, especially if the High Court rules that appointments were invalid or if further changes to the Board occur.
• No Outstanding Disagreements: The resigning directors confirmed there are no disagreements with the Board nor any issues to bring to the attention of shareholders or the Stock Exchange. This may help to ease immediate concerns about internal disputes.

As at 13 March 2026, the Board composition is as follows:

• Executive Directors: Mr. Ke Xionghan, Mr. Li Jianli
• Non-executive Directors: Mr. Yang Guang (Vice-chairman), Ms. Ho Wing Yan, Mr. Li Dawei, Ms. Qin Haixia
• Independent Non-executive Directors: Mr. Chen Zhifeng, Ms. Lai Pik Chi Peggy, Mr. Zheng Yuchun

Conclusion

The ongoing legal proceedings and the conditional nature of these resignations introduce significant uncertainty regarding the Company’s governance and future direction. Investors should monitor the outcome of the High Court action closely. Any determination by the Court regarding the validity of the directors’ appointments could have further implications for the Company’s governance, strategic decisions, and ultimately, its share price.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence or consult financial professionals before making investment decisions. The outcome of pending litigation and board changes may significantly affect the Company’s performance and share value.

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