Statement from Centurium Capital on Requisition to Convene an Extraordinary General Meeting of Luckin Coffee2020-08-04
We are committed to supporting our portfolio companies to build a robust and transparent corporate governance structure and responsible management system. On 30 July, 2020, we requisitioned Luckin Coffee Inc. (the “Company”) to convene an extraordinary general meeting of members (the “EGM”).
An EGM of the Company was held on 5 July 2020 (the “5 July EGM”), requisitioned by Haode Investment Inc (“Haode”), a company controlled at the time by the former chairman of the Board of Directors of the Company (the “Board”). The timing of the 5 July EGM, the subsequent liquidation process of Haode, and the resolutions proposed by Haode in the 5 July EGM, caused concerns over the independence of the directors nominated by Haode and elected in the 5 July EGM.
It is important that there be no doubt as to the bona fides and ability to exercise independent judgment of any board member in order for the Company to be able to properly function and for the directors to fulfill their fiduciary duties.
Mr Sean Shao had been an independent director and chair of the audit committee of the Company since May 2019, and the chair of the special committee of the Board (the “Special Committee”) since March 2020. In his capacity as the chair of the Special Committee, he led the independent investigation of the Company. He was removed from the Board in the 5 July EGM. His reinstatement will allow for the Board to fully implement the remedial measures as recommended by the Special Committee, and to further facilitate any process related thereto.
The proposed resolutions are necessary actions in order that the Company’s Board can be properly constituted.