Good evening, ladies and gentlemen. Welcome to this 2026 annual general meeting of shareholders of Zai Lab Limited. My name is Samantha Du, founder, CEO, and Chairperson of the Board of Directors of Zai Lab. On behalf of the entire Board and company, I would like to thank you for attending this annual general meeting. We're conducting this general meeting both in person at our principal executive office in Shanghai and virtually via the internet. Shareholders attending this meeting virtually will be afforded the same rights and opportunities to participate as they would at an in-person meeting. I shall preside as Chairperson of this meeting. Angela Calmus of American Election Services will serve as the Inspector of Elections for today's meeting. I declare this meeting open and would like to introduce our Chief Legal Officer and Corporate Secretary, Mr. Ty Edmondson, who will conduct the formal portion of today's meeting.
Thank you, Samantha. All attendees of this meeting have received the notice convening the meeting. Unless anyone objects or requires the notice to be read in full, I propose on behalf of the Chairperson to take the notice as duly given and read. Please note that various remarks that we may make about our future expectations, plans, and prospects for the company constitute forward-looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. The company has received an affidavit from the company's proxy advisor, Broadridge Financial Solutions Inc., certifying that the notice of the annual meeting and proxy statement were sent to all shareholders of record as of April 16, 2026, a copy of which will be included in the minutes of this meeting. It is now past 8:00 A.M. U.S. Eastern Time, 8:00 P.M.
Shanghai and Hong Kong time. We have a quorum being one or more shareholders holding not less than an aggregate of one-tenth of all voting share capital of the company in issue who are present in person or by proxy and entitled to vote. I note that we have received votes for or proxies appointing Samantha Du or me to represent and to vote on behalf of more than half of all issued and outstanding ordinary shares. With leave of the Chairperson, this meeting may proceed to business. I would like to take this opportunity to remind all shareholders that as stated in the proxy statement filed with the SEC on April 28, 2026, shareholders who wished to raise questions prior to this meeting were to submit their questions before 8:00 A.M. U.S. Eastern Time, 8:00 P.M. Shanghai and Hong Kong time on June 16, 2026.
Shareholders of record on our record date who wish to raise questions during this meeting may submit such questions in the field provided on the web portal. As a reminder, we ask participants to abide by the rules of procedure, which are available on the web portal. Shareholder questions or remarks must be relevant to the meeting and pertinent to matters properly before the meeting to allow us to answer questions from as many shareholders as possible. We may not be able to answer every question. We will do our best to respond to as many as possible. Any questions that we cannot answer during the meeting due to time constraints will be posted and answered on our investor relations website after the meeting. In accordance with our articles and the relevant SEC and Hong Kong listing rules, resolutions shall be conducted by a poll vote.
On a poll vote, every shareholder who is present in person or by proxy is entitled to one vote per ordinary share held. For shareholders who hold more than one ordinary share, you are not required to exercise all of your voting rights, nor obliged to exercise all of your voting rights in one way. Shareholders who have already submitted a completed proxy card prior to the meeting in accordance with the procedure set forth in our proxy statement, and who wish to change their vote, may change their vote by voting again electronically or submitting a completed proxy card in person at this meeting. Your most current proxy card or internet proxy is the one that will be counted.
For shareholders attending and voting at this meeting via the web portal, you will be able to submit your votes on the web portal at any time during this meeting before the polls close by clicking the Vote Now button. After voting has been completed on all matters, we will close the polls, and the inspector of elections will provide the preliminary report. I will now present the matters to be voted upon. As stated in the notice of the meeting in the proxy statement, there are 14 items of business to be voted upon. Proposals numbered one through nine are each an ordinary resolution to reelect Samantha Ying Du, John D. Diekman, Richard Gaynor, Nisa Leung, William Lis, Scott Morrison,
Leon O. Moulder Jr., Michel Vounatsos, and Peter Wirth to each serve as a director until the 2027 Annual General Meeting of Shareholders and until his or her successor is duly elected and qualified, subject to his or her earlier resignation or removal. Proposal 10 is an ordinary resolution to approve the appointment of KPMG LLP and KPMG as the company's independent registered public accounting firms and auditors to audit our consolidated financial statements to be filed with the U.S. Securities and Exchange Commission and The Stock Exchange of Hong Kong Limited for the year ending December 31, 2026, respectively. Proposal 11 is an ordinary resolution to authorize the board of directors to fix auditor compensation for 2026. Proposal 12 is an ordinary resolution to approve, on an advisory basis, the compensation of our named executive officers as disclosed in the proxy statement.
Proposal 13 is an ordinary resolution to approve a general mandate to the board of directors to allot and issue ordinary shares and/or American Depositary Shares and/or resell treasury shares of up to 10% of the total number of issued ordinary shares of the company, excluding treasury shares, as of the date of the annual meeting until the 2027 Annual General Meeting of Shareholders. Proposal 14 is an ordinary resolution to approve a general mandate to the board of directors to repurchase ordinary shares and/or ADSs of up to 10% of the total number of issued ordinary shares of the company, excluding treasury shares, as of the date of the annual meeting until the 2027 Annual General Meeting of Shareholders. We will turn to answering shareholders' questions. I first note that no written questions were received from shareholders in advance of the meeting.
Before we put the resolutions to the vote, I will pause again just to ask if there are any further questions. Thank you. There are no further questions or comments, I will now put the resolutions to a vote. The poll is now open. We have received proxies from our shareholders authorizing us to vote shares on the items of business for this meeting, and we have voted these shares accordingly. Any shareholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Shareholders who have sent in proxies or voted via internet and do not want to change their vote do not need to take any further action. Now that everyone has had an opportunity to vote and the results are in, I declare that the polls are closed.
I hereby declare on behalf of the chairperson, Proposals one through 14 are each carried as an ordinary resolution. There being no further pending questions, the agenda for the meeting has been completed. I will now hand back to the chairperson to close the meeting.
Thank you, Ty, and thank you all for joining us for this Annual General Meeting of the shareholders of Zai Lab. I now declare the meeting closed. Thank you.
The meeting has now concluded. Thank you for joining, and have a pleasant day.