Oriental University City Holdings (H.K.) Limited adopted its Amended and Restated Articles of Association by special resolution passed on 24 October 2025. The revised document explicitly replaces the model articles under the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) and sets out the company’s governance framework, directors’ powers, and liability provisions for members. It confirms the company’s status as a public limited company with a registered office in Hong Kong and details administrative procedures, including the use of electronic communications and the role of a company secretary.

Key provisions specify that share capital may be issued on terms decided by the board, subject to relevant regulations, and that members’ liability is limited to the amount unpaid on shares. The articles also outline how general meetings can be held, with flexibility for one or more physical venues or virtual meeting technology, alongside requirements for notices, agendas, and quorum. They further define directors’ authorities in business decisions, appointment of committees, handling of dividends, and share ownership transfers.

The amended articles confirm that Raffles Education Corporation Limited was the initial subscriber upon the company’s incorporation. They also include updated provisions relating to the company’s seal, electronic delivery of notices, financial reporting requirements, and indemnification of directors, ensuring alignment with current legal and regulatory obligations in Hong Kong.

These amendments collectively reflect the latest compliance requirements under the Hong Kong listing framework and the Companies Ordinance, providing greater clarity on corporate conduct and governance for Oriental University City Holdings (H.K.) Limited.