On 25 April 2025, Vesync Co. Ltd. received a letter of resignation from Mr. Yang Yuzheng (who resigned as a non-executive Director due to his personal health consideration. Mr. Yang has been one of the ultimate controlling shareholders of the Company and a member of the Founder Group that controls the Offeror prior to commencement of the offer period.
Pursuant to Rule 7 of the Takeovers Code, once a bona fide offer has been communicated to the board of the offeree company or the board of the offeree company has reason to believe that a bona fide offer is imminent, except with the consent of the Executive, the resignation of any directors of an offeree company should not take effect until after the publication of the closing announcement on the first closing date of the offer, or the publication of the announcement that the offer has become or been declared unconditional, whichever is later. Pursuant to Note 2 to Rule 7 of the Takeovers Code, the Executive will normally consent to the resignation of a director if the offeror is a controlling shareholder before the offer period except when such director is eligible to serve on the independent board committee in relation to the offer. The Company therefore applied for the consent of the Executive in respect of Mr. Yang's resignation (the ``Consent'').
On 29 April 2025, the SFC granted the Consent to the Company, following which the resignation of Mr. Yang has become effective immediately from the date of the Consent. Save and except the disclosure mentioned as above, there is no other matter in connection with the resignation of Mr. Yang that needs to be brought to the attention of the Shareholders, the Stock Exchange and the Executive.
