VOICCOMM International Limited has released a fully revised Articles of Association (June 2026), detailing updated corporate governance arrangements, capital structure and shareholder protections. Key elements are summarised below.

Share Capital and Listing Status • Registered capital is confirmed at RMB 39.66 million, divided into 39,659,059 ordinary shares with a par value of RMB 1.00 each. • The company completed registration with the China Securities Regulatory Commission on 8 March 2024 and listed 4,464,980 H shares on the Hong Kong Stock Exchange on 10 July 2024 (including 99,320 over-allotment shares issued on 7 August 2024). All H shares are RMB-denominated, subscribed and traded in Hong Kong dollars.

Share Classes and Transfer • Domestic shares and overseas-listed H shares carry identical dividend and liquidation rights. • Fully-paid overseas-listed shares are freely transferable; the board may refuse registration only under specific procedural conditions. • Existing shareholders may convert unlisted domestic shares into H shares for overseas trading without separate shareholder approval, subject to regulatory clearance.

Capital Management • The board may, within three years, issue shares up to 50 % of the current issued share capital; any non-cash consideration must be approved by shareholders. • Share repurchases are permitted for capital reduction, employee share plans, bond conversions and other statutory purposes. Transactions under employee plans, bond conversions or value-maintenance must be executed via open market trading. • Aggregate financial assistance for third-party acquisitions of company shares is capped at 10 % of issued share capital and requires a two-thirds board vote.

Governance Framework • No board of supervisors is established; oversight duties are assigned to a three-member Audit Committee comprising only non-executive directors, the majority being independent. • Board size is fixed at 10 directors: 2 executive, 4 non-executive and 4 independent non-executive directors. Independent members must include at least one accounting or finance professional and at least one Hong Kong resident. • Four board committees are formalised: Strategy & Sustainable Development; Audit; Nomination; and Remuneration. Independent non-executive directors chair the Audit, Nomination and Remuneration Committees. • The chairman is elected by a simple majority of directors. Board meetings require a 14-day written notice (24 hours for special meetings) and convene with at least half the directors present.

Party Organisation • In accordance with the CPC Constitution, a Communist Party organisation is established within the company to participate in major decision-making processes.

Shareholder Meetings • Annual general meetings must be held within six months of the fiscal year-end; extraordinary meetings must be convened within two months upon specified triggers such as a capital loss exceeding one-third of paid-in capital or shareholder requests representing 10 % or more of voting shares. • Ordinary resolutions require >50 % approval; special resolutions require >66 %. Connected shareholders must abstain from voting on related-party transactions.

Profit Distribution • At least 10 % of post-tax profit is allocated to statutory reserves until the reserve equals 50 % of registered capital. • Dividends may be paid in cash or shares; company-held treasury shares are non-participating. • Cash dividends to H-share investors are declared in RMB and paid in Hong Kong dollars, converted at the average PBoC rate for the week preceding the declaration date.

Internal Controls and Audit • An internal audit system is mandated; the head of audit reports directly to the board. • Appointment or removal of external auditors, disclosure of financial statements and appointment of the chief financial officer all require >50 % approval of the Audit Committee before board consideration.

Dissolution and Liquidation • Dissolution events include shareholder resolutions, regulatory revocation, merger, division or severe operational difficulties resulting in a court order. • In the absence of a supervisor board, a liquidation committee is established within 15 days of a dissolution trigger, accountable to shareholders or the People’s Court. Residual assets, after satisfying liabilities, are distributed to shareholders pro rata.

Effective Date The revised Articles become effective upon shareholder approval and regulatory filing, superseding all previous versions.