Redco Properties Group Limited (REDCO GROUP, 01622) has adopted an Amended and Restated Memorandum and Articles of Association, effective from the special resolution passed at the annual general meeting on 26 June 2026.
Key corporate governance updates include:
1. Share Capital Structure • Authorised share capital remains HK$5.00 billion, but the par value per share is reduced from HK$0.10 to HK$0.05, resulting in an increase in authorised shares from 50.00 billion to 100.00 billion. • The Articles now expressly recognise treasury shares, giving the Board flexibility to hold repurchased shares without cancellation.
2. Digital & Hybrid Meetings • The company is empowered to conduct physical, hybrid or fully electronic general meetings. • Shareholders may attend, speak and vote via electronic facilities; multiple meeting locations are permitted.
3. Board & Shareholder Provisions • Minimum of two directors retained; every director must retire by rotation at least once every three years. • Directors may attend meetings by telephone or other electronic means, with such attendance counted toward quorum. • Shareholders can appoint multiple proxies, register electronic addresses for notices and submit electronic instructions for voting and corporate actions.
4. Dividend & Payment Flexibility • Dividends and other corporate action proceeds may be paid through electronic funds transfer, including Hong Kong’s RTGS system. • Scrip dividend mechanism updated to allow fully electronic election and settlement.
5. Modernised Administrative Powers • The Board may issue warrants, create multiple share classes, and allot shares with differentiated voting rights. • New provisions clarify procedures for share repurchases, use of share premium, untraceable shareholders and document destruction.
These amendments align Redco GROUP’s constitutional documents with the latest requirements of the Companies Act of the Cayman Islands, Hong Kong Listing Rules and evolving market practices, enhancing operational flexibility and shareholder engagement through digital channels.