Sunray Engineering Group Limited announced plans to adopt a Third Amended and Restated Memorandum and Articles of Association (“New Memorandum and Articles of Association”) to replace its existing constitutional documents.
Key points:
1. Scope of Amendments • The proposed changes focus on aligning the company’s Existing Memorandum and Articles of Association with the latest requirements under the GEM Listing Rules. • Specific updates cover the introduction of Hong Kong’s treasury share regime, further expansion of the paperless listing framework, and provisions for the forthcoming uncertificated securities market. • Additional housekeeping revisions will bring the documents into line with current Cayman Islands law and updated GEM standards.
2. Approval Process • The Proposed Amendments require shareholder approval by special resolution at the upcoming annual general meeting (AGM). • The amendments will take effect immediately upon securing the requisite shareholder support.
3. Next Steps • A circular outlining full details of the Proposed Amendments, along with the AGM notice and proxy form, will be posted on the websites of Hong Kong Exchanges and Clearing Limited (HKEX) and Sunray Engineering Group in due course.
4. Governance • As of 15 June 2026, the Board comprises two executive directors—Chairman Lam Ka Wing and Wong Pui Yee Edith—and three independent non-executive directors: Cho Mei Ting, Ho Ka Kit and Ng Kwun Wan.
The company states that the announcement complies with GEM Listing Rule 17.50(1) and confirms the accuracy and completeness of the disclosed information.