智通财经网·2026-02-16 00:28Core Viewpoint - The announcement details a shareholder agreement between Pacific Shipping (02343), TOWAY Group Limited, and Caravel Maritime Ventures Inc., focusing on TOWAY's investment in the company and establishing a framework for governance and collaboration [1][3]. Group 1: Shareholder Agreement Details - The agreement stipulates that during the tenure of TOWAY-appointed directors, their total equity in the company cannot exceed 23% of the issued shares or the number of shares representing 23% at the time of reaching that threshold [2]. - TOWAY representatives are prohibited from initiating or supporting any takeover bids against the company during their tenure, although they may accept or vote in favor of independent third-party offers [2]. - If TOWAY holds at least 10% of shares, they can nominate one non-executive director to the board; if they hold at least 15%, they can nominate two non-executive directors [2]. Group 2: Governance and Strategic Intent - The agreement aims to regulate the relationship between the company and TOWAY, the largest single shareholder, supporting the company's independent operation in global shipping [3]. - The board believes the terms of the shareholder agreement are fair and reasonable, aligning with the overall interests of all shareholders [3].