🧾 What This Document Is

This is a Notice of Annual General Meeting (AGM) filed with the SEC by Jayud Global Logistics Ltd. It's an official invitation to shareholders to vote on several important company proposals. Think of it as a company's agenda sent to its owners (the shareholders) for a big meeting.

👉 Why it matters: This isn't just a routine meeting. The proposals suggest the company is planning a major financial reorganization, like a reverse stock split, which can significantly impact the value and number of shares you own.

🏢 What The Company Does

In simple terms, Jayud Global Logistics is a logistics company based in China. It helps move goods, likely providing services like freight forwarding, supply chain management, and warehousing. It's listed on the Nasdaq stock exchange under the ticker JYD.

🔑 The Big Picture: Voting Power

Before diving into the proposals, it's crucial to understand the company's share structure, as it dictates who holds the power.

• Class A Ordinary Shares: Each share gets 1 vote.
• Class B Ordinary Shares: Each share gets 50 votes. These shares are held by the founder, Geng Xiaogang, and his affiliates, giving him controlling power over the company's decisions.

👉 Why it matters: This dual-class structure means the founder, even if he owns fewer shares overall, has the voting power to approve these proposals. Your vote as a Class A shareholder is important for governance, but the outcome is heavily influenced by the Class B holders.

📋 The Proposals to Vote On

Here’s a breakdown of the six proposals on the meeting agenda.

1. Approve the 2025 Annual Report ✅

This is standard. Shareholders ratify the company's audited financial statements for the fiscal year ended December 31, 2025.

2. Authorize a Share Consolidation (Reverse Stock Split) 🔄

This is the most significant proposal. The board wants authority to perform a share consolidation (commonly known as a reverse stock split).

• What it means: For every 2 to 250 shares you own, they will be combined into 1 share. The exact ratio (e.g., 10-for-1) will be chosen by the board anytime within the next three years.
• Fractional Shares: If you end up with a fraction of a share after the consolidation, the company will round you up to a whole share.

👉 Why it matters: Companies usually do this to increase their stock price, often to avoid being delisted from an exchange if the price falls too low. While you'll own fewer shares, each share should theoretically be worth more. However, it doesn't change the total value of your investment.

3. Increase the Authorized Share Capital 📈

This proposal is a follow-up to the share consolidation. If, after the reverse split, the total number of authorized shares (the maximum number the company is allowed to issue) falls below 50,000,000, the board is authorized to increase it back to at least that number.

👉 Why it matters: This gives the company flexibility to issue new shares in the future for things like raising capital, acquisitions, or employee stock options, without needing another shareholder vote.

4. Adopt New Corporate Constitution (Memorandum & Articles) 📜

Subject to the approval of Proposals 2 and 3, the company will adopt an entirely new set of its foundational governing documents (the Memorandum and Articles of Association). The provided Annex A is the full text of these new rules.

5. Authorize the Chairman to Execute Actions 🖋️

This grants Chairman GENG Xiaogang the power to sign documents and take all necessary steps to implement the share consolidation and capital increase. It also instructs the company's registrar in the Cayman Islands to update records.

6. Authorize an Adjournment of the Meeting 🕒

This is a procedural safety net. If there aren't enough votes at the meeting to pass the other proposals, the chairman has the power to postpone the meeting to a later date to gather more votes.

📅 Key Dates & Logistics

• Meeting Date & Time: May 22, 2026, at 3:00 P.M. Beijing Time (3:00 A.M. Eastern Time).
• Location: Jayud Group 3A Building, Shenzhen, PRC.
• Record Date: Shareholders as of the close of business on April 2, 2026, are entitled to vote.
• How to Vote: Complete and return the proxy form to Transhare Corporation (email: [email protected]) by May 20, 2026. You can also attend and vote in person.

⚖️ Big Picture: Strengths & Risks

👍 Strengths:

• The board is taking proactive steps (like a potential reverse split) to maintain its listing and market position.
• The proposals, if passed, provide strategic financial flexibility for future moves.

⚠️ Risks & Considerations:

• Execution Risk: The share consolidation is a complex financial maneuver with potential for confusion and temporary market volatility.
• Strategic Signal: Reverse splits are often seen as a sign of a company struggling with a low stock price. Investors should scrutinize the underlying reasons.
• Dilution Potential: The authorization for increased share capital could lead to future ownership dilution if new shares are issued.

🧠 The Analogy

Imagine you have a large, messy pile of puzzle pieces (your many low-priced shares). The company is proposing to glue these pieces together into fewer, larger chunks (the share consolidation). You still own the same picture, but now it's held in bigger, more manageable pieces. They're also asking for permission to buy more blank puzzle board in the future (increased authorized capital) in case they need to expand the picture later.

🧩 Final Takeaway

Jayud Global Logistics is holding a crucial shareholder meeting where the core proposal is a reverse stock split to boost its share price. While the controlling founder likely ensures its passage, investors should understand this move is typically a defensive measure for financial health and stability, not necessarily a signal of growth. The outcome will reshape the company's share structure.