COFCO JOYCOME (01610) intends to merge its wholly-owned subsidiary, Zhuomao Co., Ltd.

COFCO JOYCOME (01610) announces that on September 24, 2026, it approved (among other things) the proposal to merge Zhuomao Co., Ltd. (a BVI business company incorporated in the British Virgin Islands and a direct wholly-owned subsidiary of the Company) with and into the Company. The Company will be the surviving company and will continue to exist as the same legal entity incorporated in the Cayman Islands without interruption. Upon the effectiveness of the merger, the merged company will cease to exist as a separate legal entity. Pursuant to the merger, all issued and outstanding shares of the merged company will be cancelled at nil consideration. The Company will not issue any shares or other securities in exchange, and solely for the purposes of the merger, the shares and the rights attached thereto will remain unchanged. As at the date of this announcement, the merger has not yet become effective. The merger constitutes an internal reorganization within the Group. The merger will cancel the separate corporate entity of the merged company, with the Company directly succeeding to its assets and liabilities. The merger does not involve the transfer of business or assets outside the Group, nor will it change the Group's ultimate economic interests in such businesses or assets. The merger is intended to simplify the Group's corporate structure, reduce the administrative and corporate maintenance costs associated with maintaining separate subsidiaries, and enhance management efficiency. The Directors consider that the terms of the merger are fair and reasonable and that the merger is in the overall interests of the Company and its shareholders.