China Yuchai International Limited Annual General Meeting Notice
To all Shareholders, you are hereby notified about the Annual General Meeting (the "Meeting") of China Yuchai International Limited (NYSE: CYD) (the "Company"). This important event will take place at the Caliche Board Room, Level 26, Hong Leong Building, 16 Raffles Quay, Singapore 048581. The exact date and time of the meeting are Tuesday, at 11:00 a.m. local time.
Ordinary Business Agenda
The Meeting will cover several significant agenda items under ordinary business. First, shareholders will review and adopt the audited financial statements and the independent auditors' report for the financial year ended December 31, 2024.
Secondly, there is a proposal to increase the limit of Directors' fees as described in Bye-law 10(11) of the Company's Bye-laws, escalating from US$250,000 to US$700,000 for the financial year that concluded on December 31, 2024. The previous fee paid for the financial year ending December 31, 2023, was US$552,384.
Thirdly, re-election of the following Directors who are retiring will be proposed, ensuring continuity in our governance:
(i) Mr. Kwek Leng Peck
(ii) Mr. Gan Khai Choon
(iii) Mr. Stephen Ho Kiam Kong
(iv) Mr. Hoh Weng Ming
(v) Mr. Li Hanyang
(vi) Mr. Wu Qiwei
(vii) Mr. Xie Tao
(viii) Mr. Neo Poh Kiat
(ix) Mr. Wong Hong Wai
Board of Directors and Auditor Re-appointments
Additionally, shareholders will authorize the Board of Directors to appoint up to 11 Directors to fill any vacancies as they arise. Another key item will be the re-appointment of Ernst & Young LLP as the independent auditors of the Company. The Audit Committee will also be granted the authority to set their remuneration.
Special Business Considerations
Moving into special business matters, shareholders will be presented with a proposal to adopt the Company’s 2025 Equity Incentive Plan. An expansion of this document, detailing the salient points of the Equity Plan, is accessible on the Company's website under Events & Presentations.
The Compensation Committee will be authorized to implement and manage the Equity Plan in accordance with defined responsibilities, which include granting share options and other relevant stock arrangements.
Furthermore, the meeting will also consider empowering the Compensation Committee and the Board of Directors to amend and adapt the Equity Plan as deemed necessary, ensuring all actions align with existing provisions of the Equity Plan.
Finally, all Directors will be authorized to undertake any actions necessary to implement the resolutions discussed regarding the Equity Plan.
Other Business Matters
The agenda will conclude with the opportunity for other business matters to be raised and discussed, allowing a platform for various shareholder concerns.
By Order of the Board,
Hoh Weng Ming
President
Important Voting Information
It's crucial to note that only Members registered in the Company’s Register at the close of business on a specific date will be eligible to attend and vote at the Meeting.
Members can appoint one or several proxies to vote and attend the Meeting in their stead. It's worth mentioning that a proxy does not need to be a Member of the Company. To foster efficient participation, Members are encouraged to submit their votes in advance via internet, telephone, or mail. Instructions are provided on the proxy form.
If a proxy is chosen, the applicable proxy form along with any necessary authority must be submitted to the Company’s headquarters or Vote Processing not less than 48 hours before the designated Meeting time.
Investor Relations Contact
For additional queries, please reach out to our Investor Relations:
Kevin Theiss
Tel: +1-212-510-8922
