Dongwu Cement International Limited announced that shareholders passed special resolutions on 22 May 2026 to adopt the company’s Second Amended and Restated Memorandum and Articles of Association (M&A). Key points are as follows:

• Registered Structure and Capital – The company remains an exempted company incorporated in the Cayman Islands with limited liability. – Authorised share capital is fixed at HK$100.00 million, divided into 10.00 billion shares with a par value of HK$0.01 each. – The new M&A expressly permits the company to repurchase its own shares, finance share buy-backs and redenominate or vary share classes in accordance with Cayman Islands law and Hong Kong listing rules.

• Corporate Governance Enhancements – The updated Articles introduce explicit provisions for physical, hybrid and fully electronic general meetings, including detailed rules on quorum, voting, adjournment and use of electronic facilities. – Directors’ powers to convene extraordinary general meetings are retained; holders of at least 10% of paid-up voting shares may also requisition a meeting. – Every director must retire by rotation at least once every three years, aligning board refreshment with prevailing Hong Kong governance standards.

• Board Powers and Member Rights – The Board retains broad authority over capital management, including the power to issue, allot or grant options over unissued shares, subject to shareholder mandates and listing rules. – Pre-emptive rights are not automatic; the Board may exclude overseas shareholders from offers where compliance would be impracticable or unlawful. – Members can now receive corporate communications electronically or by website posting, provided a notice of availability is issued.

• Dividend & Reserve Framework – Dividends may be declared from realised or unrealised profits, share premium or other distributable reserves, and can be satisfied in cash, scrip or assets. – A new “Subscription Rights Reserve” mechanism is in place to support future warrant exercises without breaching par-value requirements.

• Indemnity & Liability – Directors, officers and auditors are indemnified against costs and liabilities incurred in the execution of their duties, excluding fraud or dishonesty.

The revised constitutional documents took effect immediately upon shareholder approval on 22 May 2026.