Tongdao Liepin Group (stock code : 06100) has adopted a Sixth Amended and Restated Memorandum and Articles of Association following a special resolution passed on 3 June 2026. The revision introduces a series of structural and governance enhancements designed to modernise shareholder engagement and increase capital-management flexibility.

• Authorised share capital remains at US$100,000, divided into 1.00 billion ordinary shares with a nominal value of US$0.0001 each.

• New treasury-share framework: repurchased, redeemed or surrendered shares may now be held in treasury, cancelled or re-sold, providing additional balance-sheet and funding flexibility.

• Expanded repurchase powers: the Board can fund share buy-backs using any method not prohibited by Cayman law, the Hong Kong Listing Rules or other applicable regulations, including out of capital, and may hold such shares in CCASS for future resale.

• Virtual and hybrid meetings: the Articles expressly allow physical, hybrid or fully virtual general meetings, with participation via electronic facilities counted toward quorum and voting. The Board can postpone meetings and set procedures for electronic attendance and voting, aligning with Hong Kong’s evolving market infrastructure.

• Board composition and governance: the minimum board size remains two directors, with a mandatory majority of PRC Persons. All directors are subject to retirement by rotation at least once every three years.

• Nomination Committee codified: a three-member committee, chaired by a PRC Person, is responsible for recommending director appointments and removals; resolutions require a majority including the chair’s affirmative vote.

• Enhanced shareholder protection measures include detailed rules on untraceable members, electronic communications, document destruction, and comprehensive provisions on share liens, forfeiture and capital calls.

• Flexibility for corporate actions: the company can capitalise reserves for scrip dividends, issue warrants, effect mergers, consolidations or redomicilings, and maintain approved securities registrars to support uncertificated shareholding through Hong Kong’s forthcoming UNSRT System.

The updated charter positions Tongdao Liepin to leverage electronic processes, optimise capital management and strengthen governance in line with Hong Kong Listing Rules and Cayman Islands law.