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Wellchange Holdings Company Limited (WCT) reshapes board and committees after director resignation

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Wellchange Holdings Company Limited reported the resignation of independent director Mr. Shi Zhu, effective July 27, 2026. Mr. Shi had served as an independent director since September 4, 2025, and his resignation is stated to be not due to any disagreement regarding operations, policies or practices.

Following this change, the Board now consists of five directors: Chairman and Chief Executive Officer Shek Kin Pong, Executive Director Tang Chi Hin, and independent directors Chung Hiu Tung, Lau Yun Chau and Lau Chun, so the Board continues to have a majority of independent directors. The Audit, Compensation, and Nominating and Corporate Governance Committees are each composed entirely of independent directors, with different independent directors serving as chair, and each committee member qualifying as independent under Rule 5605(a)(2) of the Nasdaq Listing Rules.

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Effective resignation date July 27, 2026 Resignation date of independent director Mr. Shi Zhu
Board size after resignation 5 directors Total number of directors following Mr. Shi’s resignation
Start of service as independent director September 4, 2025 Date Mr. Shi Zhu began serving as an independent director
independent director regulatory
"Mr. Shi notified the Board of his resignation as an independent director"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
Audit Committee regulatory
"The Audit Committee comprises Ms. Chung Hiu Tung (Chair), Mr. Lau Yun Chau and Mr. Lau Chun."
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Compensation Committee regulatory
"The Compensation Committee comprises Mr. Lau Chun (Chair), Ms. Chung Hiu Tung and Mr. Lau Yun Chau."
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
Nominating and Corporate Governance Committee regulatory
"The Nominating and Corporate Governance Committee comprises Mr. Lau Yun Chau (Chair), Ms. Chung Hiu Tung and Mr. Lau Chun."
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
Rule 5605(a)(2) of the Nasdaq Listing Rules regulatory
"Each member of each committee is an independent director under Rule 5605(a)(2) of the Nasdaq Listing Rules."

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FAQ

What board change at Wellchange Holdings (WCT) was disclosed in this 6-K?

Wellchange Holdings reported that independent director Mr. Shi Zhu resigned from the Board, effective July 27, 2026. He had served since September 4, 2025, and the company states the resignation was not due to any disagreement over operations, policies, or practices.

Did Mr. Shi Zhu resign from Wellchange Holdings (WCT) because of a disagreement?

No. The company states that Mr. Shi’s resignation was not the result of any disagreement with Wellchange Holdings. This includes no disagreement on matters relating to the company’s operations, policies, or practices, indicating the departure is not tied to a disclosed dispute.

How is the Wellchange Holdings (WCT) Board composed after the resignation?

After Mr. Shi’s resignation, the Board has five directors: Shek Kin Pong (Chairman and CEO), Tang Chi Hin (Executive Director), and independent directors Chung Hiu Tung, Lau Yun Chau, and Lau Chun. The Board therefore continues to be composed of a majority of independent directors.

Who serves on the Audit Committee of Wellchange Holdings (WCT) after the changes?

The Audit Committee comprises three independent directors: Chair Ms. Chung Hiu Tung, Mr. Lau Yun Chau, and Mr. Lau Chun. Each member is described as independent under Rule 5605(a)(2) of the Nasdaq Listing Rules, maintaining full independence for this oversight committee.

What is the composition of the Compensation Committee at Wellchange Holdings (WCT)?

The Compensation Committee consists of independent directors Mr. Lau Chun (Chair), Ms. Chung Hiu Tung, and Mr. Lau Yun Chau. All members are characterized as independent under Nasdaq Listing Rule 5605(a)(2), meaning this committee is entirely composed of non-management directors.

Are Wellchange Holdings (WCT) board committees fully independent under Nasdaq rules?

Yes. The Audit, Compensation, and Nominating and Corporate Governance Committees are each made up solely of independent directors. The company states that every committee member is independent under Rule 5605(a)(2) of the Nasdaq Listing Rules, supporting continued governance compliance.

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of July 2026

 

Commission File Number: 001-42294

 

Wellchange Holdings Company Limited

(Translation of registrant’s name into English)

 

Unit 7 On 25th Floor Global Gateway Tower, No.63 Wing Hong Street,

Kowloon, Hong Kong

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F Form 40-F

 

 

 

 

 

 

 

Resignation of Mr. Shi Zhu as an Independent Director

 

On July 27, 2026, Mr. Shi Zhu (“Mr. Shi”) notified the board of directors (the “Board”) of Wellchange Holdings Company Limited (the “Company”) of his resignation as an independent director of the Company, effective July 27, 2026. Mr. Shi had served as an independent director of the Company since September 4, 2025. Mr. Shi’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

Composition of the Board and Committees

 

Following Mr. Shi’s resignation, the Board consists of the following five directors: Mr. Shek Kin Pong (Chairman and Chief Executive Officer), Mr. Tang Chi Hin (Executive Director), Ms. Chung Hiu Tung, Mr. Lau Yun Chau and Mr. Lau Chun. Each of Ms. Chung Hiu Tung, Mr. Lau Yun Chau and Mr. Lau Chun is an independent director, and the Board continues to be composed of a majority of independent directors.

 

The committees of the Board remain composed as follows. The Audit Committee comprises Ms. Chung Hiu Tung (Chair), Mr. Lau Yun Chau and Mr. Lau Chun. The Compensation Committee comprises Mr. Lau Chun (Chair), Ms. Chung Hiu Tung and Mr. Lau Yun Chau. The Nominating and Corporate Governance Committee comprises Mr. Lau Yun Chau (Chair), Ms. Chung Hiu Tung and Mr. Lau Chun. Each member of each committee is an independent director under Rule 5605(a)(2) of the Nasdaq Listing Rules.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Wellchange Holdings Company Limited
     
Date: July 28, 2026 By: /s/ Shek Kin Pong
  Name: Shek Kin Pong
  Title: Chief Executive Officer

 

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