WCT 6-K: New Audit & NCG appointments maintain independent board majority

Rhea-AI Filing Summary

Wellchange Holdings Company Limited (symbol: WCT) filed a Form 6-K to announce several board-level committee changes effective 23 June 2025.

• Mr. Chu Chi Hong, already Compensation Committee chair and Nominating & Corporate Governance (NCG) member, has joined the Audit Committee.
• Mr. Michael Chung Fai Ng, current Audit Committee chair and Compensation Committee member, has been added to the NCG Committee.
• Mr. Lau Yun Chau, a member of all three key committees, is now chairman of the NCG Committee.

These adjustments follow the 18 June 2025 resignation of Ms. Bai Yang from her roles as director, NCG Committee chair, and Audit Committee member. The filing emphasizes that the board still maintains a majority of independent directors, suggesting continuity of corporate governance standards despite the departure.

Positive

• Board remains majority independent, sustaining compliance with investor governance standards.
• Rapid committee realignment minimizes oversight disruption after the director resignation.

Negative

• Unexplained resignation of Ms. Bai Yang introduces minor uncertainty about potential internal disagreements or strategic shifts.

Insights

Corporate Governance Expert

TL;DR: Director resignation offset by swift committee realignment; governance framework remains majority-independent, limiting immediate risk.

The 6-K details the reshuffling of committee assignments after Ms. Bai Yang’s departure. Importantly, each of the three key board committees—Audit, Compensation, and NCG—continues to have independent representation, and leadership gaps were filled within five days. Such prompt action demonstrates procedural robustness and helps preserve compliance with exchange-listing and regulatory governance requirements. However, no explanation for Ms. Bai Yang’s resignation is provided, leaving unanswered questions about potential underlying disputes or strategic disagreements. From a governance standpoint, the change is neutral: structure is intact, but investors may seek additional disclosure on the cause of the resignation.

Portfolio Manager

TL;DR: Routine committee changes; no financial metrics affected, limited portfolio impact barring unforeseen governance issues.

The filing carries no earnings or operational data and therefore doesn’t directly affect valuation models. Committee rotations keep an experienced director—Mr. Ng—at Audit and expand cross-membership, which may even strengthen oversight. The board remains majority-independent, satisfying institutional governance screens. Unless follow-up filings reveal contentious reasons for Ms. Bai Yang’s exit, these shifts are considered housekeeping rather than a catalyst. I place minimal weight on this event for position sizing.

 

 

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 June 2025

 

Commission File Number: 001-42294

 

Wellchange Holdings Company Limited

(Translation of registrant’s name into English)

 

Unit E, 11/F, Billion Plaza II, 10 Cheung Yue Street

Cheung Sha Wan, 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 ☐

 

 

 

 

 

Wellchange Holdings Company Limited (the “Company”) announces that effective June 23, 2025, the Company’s board of directors approved the following appointments to its board committees:

 

1. Mr. Chu Chi Hong, currently the chairman of the compensation committee and a member of the nominating and corporate governance committee, was appointed as a member of the audit committee;

 

2. Mr. Michael Chung Fai Ng, currently the chairman of the audit committee and a member of the compensation committee, was appointed as a member of the nominating and corporate governance committee; and

 

3. Mr. Lau Yun Chau, currently a member of the audit committee, the compensation committee and the nominating and corporate governance committee, was appointed as chairman of the nominating and corporate governance committee.

 

These appointments follow the resignation of Ms. Bai Yang as a director and chairman of the nominating and corporate governance committee and member of the audit committee, effective June 18, 2025.

 

The Company’s board of directors continues to be composed of a majority of independent directors. 

 

1

 

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: June 24, 2025	By:	/s/ Shek Kin Pong
 	Name: 	Shek Kin Pong
 	Title:	Chief Executive Officer

 

2

 

FAQ

Why did Wellchange Holdings (WCT) file a Form 6-K on 24 June 2025?

To disclose board committee changes and note the resignation of director Ms. Bai Yang.

Which Wellchange director became chairman of the Nominating & Corporate Governance Committee?

Mr. Lau Yun Chau was appointed chairman of the NCG Committee.

Does the Wellchange board still have a majority of independent directors after the changes?

Yes, the filing states the board continues to be majority independent.

Who joined the Audit Committee according to the June 2025 6-K?

Mr. Chu Chi Hong was appointed as a member of the Audit Committee.

When did director Ms. Bai Yang resign from Wellchange Holdings?

Her resignation took effect on 18 June 2025.