MILAN – Luckin Coffee said in a notice on Friday that it will hold an extraordinary meeting of shareholders on July 5 to discuss the reorganization of the Board of Directors. Among the resolutions to be voted on in the EGM are the appointment of two independent directors as well as the removal of Chairman Charles Lu and directors Sean Shao, David Li and Erhai Liu.
In another notice, Luckin Coffee announced it had received a letter of resignation dated June 16, 2020 from Mr. Tianruo Pu, under which Mr. Pu notified the Company of his resignation from the Board due to personal reasons, effective immediately.
Following Mr. Pu’s resignation, both of the Audit Committee of the Board and the Special Committee of the Board consist of Mr. Sean Shao and Mr. Wai Yuen Chong, with Mr. Sean Shao serving as chairman.
The EGM of Luckin Coffee will be held for the purpose of considering and, if thought fit, passing and approving the following resolutions:
- Resolution 1: Mr. Sean Shao be and is hereby removed as an independent director of the Company with effect from the conclusion of the EGM.
- Resolution 2: Mr. David Hui Li be and is hereby removed as a director of the Company with effect from the conclusion of the EGM.
- Resolution 3: Mr. Erhai Liu be and is hereby removed as a director of the Company with effect from the conclusion of the EGM.
- Resolution 4: Mr. Charles Zhengyao Lu be and is hereby removed as a director of the Company with effect from the conclusion of the EGM.
- Resolution 5: Any directors appointed to the Board during the period between 19 June 2020 and the conclusion of the EGM (excluding independent directors, if any) be and are hereby removed as directors of the Company with effect from the conclusion of the EGM.
- Resolution 6: The Company waives any right to and releases and forever discharges Mr. Sean Shao from any and all loss, damage, misfortune, or claims which may happen in or arise from the execution or discharge of the duties, powers, authorities, or discretion of Mr. Shao’s office at the Company or in relation thereto, in law or in equity, whether known or unknown, suspected or absolute or contingent, which the Company ever had, now have or hereafter can, shall or may have against Mr. Shao, in the event that Resolution 1 above is passed at the EGM or that Mr. Shao voluntarily and unconditionally resigns from the Board prior to the conclusion of the EGM.
- Resolution 7: Ms. Ying Zeng be and is hereby appointed as an independent director of the Company with effect from the conclusion of the EGM.
- Resolution 8: Ms. Jie Yang be and is hereby appointed as an independent director of the Company with effect from the conclusion of the EGM.
Ms. Ying Zeng has more than 25 years of work experience in business and law. Ms. Zeng current serves as a partner of Orrick Herrington & Sutcliffe LLP, a leading international law firm. Ms. Zeng served as general counsel of Wechai Power Co., Ltd and vice president and country manager (China) for El Paso Corporation.
Ms. Jie Yang has more than 20 years’ management experience. Ms. Yang currently serves several roles in China University of Political Science and Law (“CUPL”), including the vice dean of Business School, deputy director of MBA Centre and chief secretary of the Business School Committee.
