CNFINANCE TO HOLD AN EXTRAORDINARY GENERAL MEETING ON DECEMBER 10, 2025

Rhea-AI Summary

CNFinance (NYSE: CNF) announced an Extraordinary General Meeting of Shareholders to be held at 10:00 AM (Hong Kong time) on December 10, 2025 at 22nd Floor, South Finance Building, Chunrong 3rd Road, Yuancun Street, Tianhe District, Guangzhou.

Shareholders will vote on: (i) adopting a dual-class shareholding structure by amending the authorised share capital and (ii) replacing the existing second memorandum and articles of association with a new third amended and restated memorandum and articles of association.

The board fixed November 10, 2025 as the record date to determine shareholders entitled to notice. Notice of EGM and proxy form are furnished on the company website and in the Current Report on Form 6-K. ADS holders must vote through JPMorgan Chase Bank, N.A.

Insights

Corporate Governance Analyst

CNFinance proposes a dual-class share structure and new constitutional documents; shareholders vote at the EGM on December 10, 2025.

The vote would change ownership and voting mechanics by creating disproportionate voting rights through a dual-class share structure and replacing the company's memorandum and articles of association. Such changes alter control alignment between economic and voting interests and can entrench existing board or founders while leaving economic rights largely intact.

Key dependencies and risks include shareholder approval thresholds, ADS voting mechanics via JPMorgan Chase Bank, N.A., and any regulatory constraints referenced in corporate law. These governance changes may attract scrutiny from governance-focused stakeholders and could affect perceptions of minority shareholder protections.

Watch the shareholder vote outcome on December 10, 2025, the effective amendments if approved, and any subsequent regulatory filings or challenges; the near-term window for impact is through the vote and immediate post-approval filings, roughly days to weeks after the EGM.

GUANGZHOU, China, Nov. 10, 2025 /PRNewswire/ -- CNFinance Holdings Limited (NYSE: CNF) ("CNFinance" or the "Company"), a leading home equity loan service provider in China, today announced that it will hold an Extraordinary General Meeting of Shareholders (the "EGM") at 22nd Floor, South Finance Building, Chunrong 3rd Road, Yuancun Street, Tianhe District, Guangzhou City, Guangdong Province, People's Republic of China at 10:00 AM (Hong Kong time) on December 10, 2025.

The purpose of the EGM is for the Company's shareholders to consider and, if thought fit, (i) approve the Company to adopt a dual-class shareholding structure by amending the authorised share capital of the Company and (ii) the existing second memorandum and articles of association be replaced in their entirety with a new third amended and restated memorandum and articles of association.

The board of directors of the Company has fixed the close of business on November 10, 2025, as the record date (the "Record Date") in order to determine the shareholders entitled to receive notice of the EGM or any adjourned or postponed meeting thereof. The notice of EGM and form of proxy for the EGM are attached as Exhibits to the Current Report on Form 6-K furnished by the Company to the Securities and Exchange Commission today and are also available on the Company's website at http://ir.cashchina.cn/.

Holders of the Company's ordinary shares whose names are on the register of members of the Company at the close of business on the Record Date are entitled to attend the EGM and any adjournment or postponement thereof in person. Holders of the Company's American depositary shares ("ADSs") who wish to exercise their voting rights for the underlying shares must act through JPMorgan Chase Bank, N.A., the depositary of the Company's ADS program.

Safe Harbor Statement

This press release contains forward-looking statements made under the "safe harbor" provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will", "expects", "anticipates", "future", "intends", "plans", "believes", "estimates", "confident" and similar statements. The Company may also make written or oral forward-looking statements in its reports filed with or furnished to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Any statements that are not historical facts, including statements about the Company's beliefs and expectations, are forward-looking statements that involve factors, risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such factors and risks include, but not limited to the following: its goals and strategies, its ability to achieve and maintain profitability, its ability to retain existing borrowers and attract new borrowers, its ability to maintain and enhance the relationship and business collaboration with its trust company partners and to secure sufficient funding from them, the effectiveness of its risk assessment process and risk management system, its ability to maintain low delinquency ratios for loans it originated, fluctuations in general economic and business conditions in China, and relevant government laws, regulations, rules, policies or guidelines relating to the Company's corporate structure, business and industry. Further information regarding these and other risks is included in the Company's filings with the U.S. Securities and Exchange Commission. All information provided in this press release is current as of the date of the press release, and the Company does not undertake any obligation to update such information, except as required under applicable law.

About CNFinance Holdings Limited

CNFinance Holdings Limited (NYSE: CNF) ("CNFinance" or the "Company") is a leading home equity loan service provider in China. CNFinance, through its operating subsidiaries in China, conducts business by connecting demands and supplies through collaborating with sales partners and trust companies under the trust lending model, and sales partners, local channel partners and commercial banks under the commercial bank partnership model. Sales partners and local channel partners are responsible for recommending micro- and small-enterprise ("MSE") owners with financing needs to the Company and the Company introduces eligible borrowers to licensed financial institutions with sufficient funding sources including trust companies and commercial banks who will then conduct their own risk assessments and make credit decisions. The Company's primary target borrower segment is MSE owners who own real properties in Tier 1 and Tier 2 cities and other major cities in China. The Company's risk mitigation mechanism is embedded in the design of its loan products, supported by an integrated online and offline process focusing on risks of both borrowers and collateral and further enhanced by effective post-loan management procedures.

For more information, please contact:
CNFinance
E-mail: ir@cashchina.cn

View original content:https://www.prnewswire.com/news-releases/cnfinance-to-hold-an-extraordinary-general-meeting-on-december-10-2025-302610031.html

SOURCE CNFinance Holdings Limited

FAQ

When and where will CNFinance (CNF) hold its Extraordinary General Meeting?

The EGM is scheduled for 10:00 AM (Hong Kong time) on December 10, 2025 at 22nd Floor, South Finance Building, Chunrong 3rd Road, Yuancun Street, Tianhe District, Guangzhou.

What are CNFinance (CNF) shareholders voting on at the December 10, 2025 EGM?

Shareholders will vote to adopt a dual-class shareholding structure by amending authorised share capital and to replace the memorandum and articles of association with a new third amended and restated version.

Who is eligible to attend CNFinance (CNF) EGM and what is the record date?

Holders recorded on the register of members at the close of business on November 10, 2025 are entitled to receive notice and attend the EGM or any adjournment.

How can CNFinance (CNF) ADS holders exercise voting rights for the EGM?

ADS holders must act through JPMorgan Chase Bank, N.A., the depositary for the company’s ADS program, to exercise voting rights for underlying shares.

Where can investors find the CNFinance EGM notice and proxy form?

The notice of EGM and form of proxy are attached to the Current Report on Form 6-K and are available on the company’s investor website at http://ir.cashchina.cn/.