China Aluminum Cans Holdings Limited announced that shareholders passed a special resolution on 22 May 2026 to adopt the company’s “Third Amended and Restated Memorandum and Articles of Association.” The new governance document replaces the version previously in force and introduces several structural updates:
• Authorised Share Capital The authorised share capital is confirmed at HK$15.00 million, divided into 1.50 billion ordinary shares of HK$0.01 each. The board retains flexibility to increase or reduce capital, issue preference shares and determine class rights.
• Treasury Shares Purchased or redeemed shares may now be classified and held as treasury shares. Treasury shares are excluded from voting and dividend entitlements, and may be cancelled or re-issued at the board’s discretion.
• Hybrid and Electronic General Meetings Shareholders may attend general meetings physically, through hybrid arrangements or fully electronically. Quorum, voting and speaking rights apply equally across meeting formats, and electronic facilities must enable simultaneous, instant communication.
• Uncertificated Securities The Articles align with Hong Kong’s Uncertificated Securities Market regime. Shares can be held, transferred and registered electronically via systems such as the Central Clearing and Settlement System (CCASS) or other SFC-approved platforms.
• Scrip Dividend Flexibility Subject to board approval, shareholders may elect to receive dividends wholly or partly in fully-paid shares instead of cash, with detailed procedures for election and allotment.
• Share Buy-backs and Capital Management The company is empowered to repurchase its own shares, finance share buy-backs and issue redeemable shares, subject to Cayman Islands law and Hong Kong Listing Rules.
• Enhanced Electronic Communication Notices, corporate communications and proxy instructions can be sent or received electronically, including publication on the company’s or HKEX’s website, without additional shareholder consent.
• Board & Shareholder Rights – Minimum of two directors; one-third of directors retire by rotation at each annual general meeting. – Shareholders holding at least 10 % of voting capital may requisition an extraordinary general meeting. – Every shareholder has the right to speak and vote at general meetings, except where restricted under Listing Rules.
The revised Memorandum and Articles aim to modernise the company’s corporate governance framework and better accommodate electronic processes in line with regulatory developments in Hong Kong and the Cayman Islands.
Comments