GDS Holdings Limited (“GDS Holdings”, “GDS” or the “Company”)
(NASDAQ: GDS; HKEX: 9698), a leading developer and operator of
high-performance data centers in China and South East Asia, today
announced that it held its annual general meeting of shareholders
of the Company (the “2023 AGM”) on June 5, 2023. The Company also
held meetings of the holders of the class A ordinary shares (the
“2023 Class A Shareholders Meeting”), the holders of the preferred
shares (the “2023 Preferred Shareholders Meeting”) and the holders
of the class B ordinary shares (the “2023 Class B Shareholders
Meeting”) on June 5, 2023.
2023 AGM
Each of the resolutions submitted to the shareholders for
approval at the 2023 AGM has been approved. Specifically, the
shareholders of the Company passed special resolutions
approving:
1. Approval of the amendments to thresholds for
Mr. William Wei Huang’s beneficial ownership specified in
certain articles of the Company’s Articles of Association to
reflect such amendments as detailed in Proposal 1 of the proxy
statement, and the approval and adoption of the amended and
restated Articles of Association (the “New
Articles”) in substitution for and to the exclusion of the
existing Articles of Association of the Company with immediate
effect after the close of the 2023 AGM;
2. Approval of the further amendment and restatement of
the Company’s Articles of Association to reflect such amendments as
detailed in Proposal 2 of the proxy statement, and the approval and
adoption of the New Articles relating to Proposal 2 in substitution
for and to the exclusion of the existing Articles of Association of
the Company with immediate effect after the close of the 2023 AGM;
and
3. Approval of the further amendment and restatement of
the Company’s Articles of Association to reflect such amendments as
detailed in Proposal 3 of the proxy statement, and the approval and
adoption of the New Articles relating to Proposal 3 in substitution
for and to the exclusion of the existing Articles of Association of
the Company with immediate effect after the close of the 2023 AGM;
approval of the amendment of the Company’s Memorandum of
Association to increase of the Company’s authorised share capital
by the creation of an additional 1,500,000,000 Class A
ordinary shares, and other relevant changes to the Company’s
Memorandum of Association to reflect such amendments as detailed in
the proxy statement (the “New Memorandum of
Association”) and the approval and adoption of the New
Memorandum of Association in substitution for and to the exclusion
of the existing Memorandum of Association of the Company with
immediate effect after the close of the 2023 AGM.
The shareholders of the Company also passed ordinary resolutions
approving:
4. Re-election of Mr. Gary J. Wojtaszek as a
director of the Company;
5. Re-election of Mr. Satoshi Okada as a
director of the Company;
6. Confirmation of the appointment of KPMG
Huazhen LLP as independent auditor of the Company for the fiscal
year ending December 31, 2023;
7. Authorization of the Board of Directors of
the Company to approve allotment or issuance, in the 12-month
period from the date of the 2023 AGM, of ordinary shares or other
equity or equity-linked securities of the Company up to an
aggregate thirty per cent. (30%) of its existing issued share
capital of the Company at the date of the 2023 AGM, whether in a
single transaction or a series of transactions (OTHER THAN any
allotment or issues of shares on the exercise of any options that
have been granted by the Company); and
8. Authorization of each of the directors and
officers of the Company to take any and every action that might be
necessary to effect the foregoing resolutions as such director or
officer, in his or her absolute discretion, thinks fit.
2023 Class A Shareholders Meeting
The resolution submitted to the holders of the class A ordinary
shares (the “Class A Shareholders”) for approval at the 2023 Class
A Shareholders Meeting has been approved. Specifically, the Class A
Shareholders passed a special resolution approving:
1. Approval of the amendments to thresholds for
Mr. William Wei Huang’s beneficial ownership specified in
certain articles of the Company’s Articles of Association to
reflect such amendments as detailed in Proposal 1 of the proxy
statement (the “New Articles”), and the approval
and adoption of the New Articles in substitution for and to the
exclusion of the existing Articles of Association of the Company
with immediate effect after the close of the 2023 Class A
Shareholders Meeting.
2023 Preferred Shareholders Meeting
The resolution submitted to the holders of the preferred shares
(the “Preferred Shareholders”) for approval at the 2023 Preferred
Shareholders Meeting has been approved. Specifically, the Preferred
Shareholders passed a special resolution approving:
1. Approval of the amendments to thresholds for
Mr. William Wei Huang’s beneficial ownership specified in
certain articles of the Company’s Articles of Association to
reflect such amendments as detailed in Proposal 1 of the proxy
statement (the “New Articles”), and the approval
and adoption of the New Articles in substitution for and to the
exclusion of the existing Articles of Association of the Company
with immediate effect after the close of the 2023 Preferred
Shareholders Meeting.
2023 Class B Shareholders Meeting
The resolution submitted to the holders of the class B ordinary
shares (the “Class B Shareholders”) for approval at the 2023 Class
B Shareholders Meeting has been approved. Specifically, the Class B
Shareholders passed a special resolution approving:
1. Approval of the amendments to thresholds for
Mr. William Wei Huang’s beneficial ownership specified in
certain articles of the Company’s Articles of Association to
reflect such amendments as detailed in Proposal 1 of the proxy
statement (the “New Articles”), and the approval
and adoption of the New Articles in substitution for and to the
exclusion of the existing Articles of Association of the Company
with immediate effect after the close of the 2023 Class B
Shareholders Meeting.
About GDS Holdings Limited
GDS Holdings Limited (NASDAQ: GDS; HKEX: 9698) is a leading
developer and operator of high-performance data centers in China
and South East Asia. The Company’s facilities are strategically
located in primary economic hubs where demand for high-performance
data center services is concentrated. The Company also builds,
operates and transfers data centers at other locations selected by
its customers in order to fulfill their broader requirements. The
Company’s data centers have large net floor area, high power
capacity, density and efficiency, and multiple redundancies across
all critical systems. GDS is carrier and cloud-neutral, which
enables its customers to access the major telecommunications
networks, as well as the largest PRC and global public clouds,
which are hosted in many of its facilities. The Company offers
co-location and a suite of value-added services, including managed
hybrid cloud services through direct private connection to leading
public clouds, managed network services, and, where required, the
resale of public cloud services. The Company has a 22-year track
record of service delivery, successfully fulfilling the
requirements of some of the largest and most demanding customers
for outsourced data center services in China. The Company’s
customer base consists predominantly of hyperscale cloud service
providers, large internet companies, financial institutions,
telecommunications carriers, IT service providers, and large
domestic private sector and multinational corporations.
For investor and media inquiries, please
contact:
GDS Holdings LimitedLaura ChenPhone: +86 (21)
2029-2203Email: ir@gds-services.com
The Piacente Group, Inc.Ross WarnerPhone: +86
(10) 6508-0677Email: GDS@tpg-ir.com
Brandi PiacentePhone: +1 (212) 481-2050Email: GDS@tpg-ir.com
GDS Holdings Limited
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