Changpeng “CZ” Zhao-backed YZi Labs has escalated its marketing campaign in opposition to CEA Industries over a newly adopted poison capsule (a defensive tactic an organization’s board makes use of to make a hostile takeover extraordinarily tough or costly), and bylaw amendments that it claims are “stockholder-unfriendly” and supposed to entrench the present board.
The funding agency, backed by Binance founder CZ, outlined its objections in a Monday submitting with the US Securities and Alternate Fee (SEC) and in a parallel public X assertion on Wednesday.
YZi mentioned it’s reviewing CEA’s adoption of a stockholder rights plan and bylaw modifications that have an effect on shareholders’ capability to behave by written consent.
YZi argued that the measures impose “pointless constraints and procedural burdens” past Nevada regulation and warned that additional “degradation of voting rights” might expose the board to potential legal responsibility for failing to satisfy its fiduciary duties.
The corporate is pursuing a consent solicitation to broaden the dimensions of CEA’s board and elect a brand new slate of administrators.
YZi additionally rejected CEA’s Dec. 4 assertion that it “has by no means thought of an alternate token” for its digital asset treasury (DAT) technique or launched aggressive DAT ventures.
Associated: CZ’s YZi Labs strikes to take over board of flatlining BNB treasury
It pointed to public feedback CEA CEO David Namdar allegedly made at a November 2025 business convention about considering different crypto property, corresponding to Solana (SOL), as proof that options to BNB (BNB) had been mentioned.
YZi mentioned this, mixed with promotion and capital-raising actions for different DAT initiatives by Namdar and director Hans Thomas, raised issues amongst shareholders about alignment with CEA’s BNB-focused technique.
YZi’s claims and CEA’s protection
CEA had addressed the activist stress in its aforementioned assertion, saying that it reaffirmed its dedication to its BNB DAT technique and that it had not launched, nor had plans to launch, a competing DAT.
In the identical launch, the corporate mentioned it had adopted a stockholder rights plan and amended bylaws, framing these steps as supposed to guard the pursuits of all stockholders and protect long-term worth whereas welcoming shareholder engagement.
Associated: Behind the scenes of public firms which might be dashing to create crypto treasuries
YZi has criticized the truth that CEA had not held its 2025 annual assembly by its common December anniversary date and has urged the board to not interact in “manipulative conduct” round scheduling, saying the assembly shall be a “important venue” for stockholders to vote on the board’s composition.
CEA has not issued any further public assertion straight responding to YZi’s claims on Monday about entrenchment, the annual assembly timing or alleged consideration of different tokens.
In a press release shared with Cointelegraph, a YZi spokesperson confirmed that its high priorities are to guard CEA Industries (BNC) shareholder rights and to “promote the integrity and the worth of the BNB ecosystem” in a fashion that’s compliant with the SEC necessities on filings and disclosures.
”We admire Cointelegraph and the neighborhood’s continued consideration to our public bulletins and SEC filings,” the spokesperson mentioned.
Cointelegraph reached out to CEA Industries for remark however had not obtained a response by publication time.
