CE Huada Tech Adopts Third Amended and Restated Bye-laws, Modernising Governance Framework

Bulletin Express06-25

China Electronics Huada Technology Company Limited (CE Huada Tech) has released its consolidated Memorandum of Continuance and third amended and restated Bye-laws, adopted by special resolution on 25 June 2026.

The updated Bye-laws comprehensively replace the previous version and introduce expanded definitions, electronic-communication provisions and refined rules covering share capital, shareholder meetings and board authority. Key highlights include:

• Share Capital Flexibility – Authorises repurchases to be cancelled or held as treasury shares. – Allows the board to dispose of treasury shares for cash or other consideration.

• Digital and Hybrid Meeting Options – Formally recognises physical, hybrid and electronic general meetings. – Defines “electronic facilities”, “electronic meeting” and “hybrid meeting”, enabling shareholders to participate and vote virtually.

• Enhanced Notice and Communication Rules – Permits delivery of corporate documents via electronic means, publication on the company website or designated stock-exchange website, and other digital channels subject to Listing Rules compliance.

• Broader Board Powers – Empowers directors to present court petitions for winding-up and to manage treasury-share transactions. – Clarifies borrowing powers, committee delegation and use of power of attorney.

• Investor Protection and Transparency – Introduces detailed procedures for untraceable members, lost share certificates and document destruction. – Specifies that all voting resolutions at general meetings are to be decided by poll, except for purely procedural matters.

• Streamlined Capital Management Tools – Provides mechanisms for scrip dividends, capitalisation of reserves and subscription-rights reserve management.

• Updated Indemnity and Liability Clauses – Continues to indemnify directors, officers and auditors against liabilities except in cases of fraud or dishonesty, with members waiving certain claims subject to the same exclusions.

The revised Bye-laws position CE Huada Tech to operate with increased digital flexibility, clearer shareholder procedures and expanded capital-management tools, aligning the company’s governance framework with current regulatory standards and electronic-communication practices.

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