Atlinks Adopts Third Amended & Restated Memorandum and Articles, Maintains HK$40.00 Million Authorised Capital

Bulletin Express
05/27

Atlinks Group Limited (08043) has tabled its “Third Amended and Restated Memorandum and Articles of Association”, approved by special resolution on 27 May 2026. Key provisions include:

• Capital structure – Authorised share capital is fixed at HK$40.00 million, divided into 4.00 billion shares of HK$0.01 each. The Board can issue shares with preferred, deferred or other special rights and may create or cancel classes of shares via ordinary resolution.

• Share buy-backs – The company may repurchase its own shares or related securities out of capital, subject to shareholder approval and prevailing Hong Kong Stock Exchange rules. Repurchased shares can be cancelled or held in treasury, and treasury shares may later be cancelled or re-issued.

• Electronic governance – The updated Articles formally recognise physical, hybrid and fully electronic general meetings, allow electronic distribution of corporate communications and proxy instructions, and permit electronic attendance and voting.

• Governance mechanics – – A quorum for shareholder meetings is two members. – One-third of directors (minimum) must retire by rotation at each AGM; every director faces re-election at least once every three years. – Shareholders holding 10% of voting rights can requisition an extraordinary general meeting. – Resolutions require a simple majority for ordinary business and a 75% majority for special matters such as constitutional amendments.

• Dividend flexibility – Directors may declare interim or special dividends, offer scrip alternatives, and capitalise reserves for bonus issues. Unclaimed dividends may be forfeited after six years.

• Borrowing & security – The Board retains full discretion to raise or secure funds, including issuing debentures or creating charges over company assets.

• Indemnities – Directors and officers are indemnified against liabilities incurred in the execution of their duties, except in cases of fraud or dishonesty; the company may maintain related insurance.

• Untraceable shareholders – Shares of holders uncontactable for 12 years and with unclaimed dividends may be sold after due notice, with proceeds held for eventual claim by rightful owners.

These revisions align the company’s constitutional framework with current Cayman Islands law, modern corporate governance practices, and Hong Kong listing requirements.

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