In connection with the Dual-class Share Structure, the Company proposes to: (a)create a new class of shares and change the maximum number of shares that the Company is authorised to issue from 30,000,000 ordinary shares of US$0.01 par value each to 600,000,000 shares divided into 500,000,000 Ordinary Shares with a par value of US$0.0005 each and 100,000,000 Class A Shares with a par value of US$0.0005 (the "Change in Authorised Shares”); (b)amend and restate its existing memorandum and articles of association registered with the Registrar or Corporate Affairs in the British Virgin Islands to include, amongst other things: (i)the creation of a new class of Class A Shares with each Class A Share being entitled to fifteen (15) votes on all matters subject to vote at general meetings of the Company; and (ii)the following provision: "Notwithstanding any other provision of these Articles, each Class A Share shall be automatically converted into an Ordinary Share immediately upon the holders of Class A Shares in aggregate beneficially owning less than 1,488,000 Class A Shares, which is equivalent to 5% of the total issued and outstanding Class A Shares as of the date of registration of these Memorandum and Articles.”; and (c)conduct a division of shares by which each issued ordinary share of US$0.01 par value each in the Company would be divided into a larger number of Ordinary Shares of US$0.0005 par value each resulting in every one currently issued ordinary share being divided into 20 Ordinary Shares.
The Company proposes to amend and restate the existing memorandum and articles of association registered with the Registry of Corporate Affairs in the British Virgin Islands to adopt a dual-class share structure (the "Dual-class Share Structure”), pursuant to which the Company will create a new class of shares and the Company’s issued ordinary shares of US$0.01 par value each shall be re-designated into (i) ordinary shares of US$0.0005 par value each ("Ordinary Share”), and (ii) class A ordinary shares of US$0.0005 par value each ("Class A Shares”), with each Ordinary Share being entitled to one (1) vote and each Class A Share being entitled to fifteen (15) votes on all matters subject to vote at general meetings of the Company.
Shareholders may obtain a copy of the Company’s annual report on Form 20-F, free of charge on the Company’s Investor Relations website at or on the website of U.S. Securities and Exchange Commission at Physical copies of the annual report on Form 20-F can be provided to shareholders of the Company without charge by emailing Wah Fu Education Group Ltd., at ir@edu-edu.com.cn or by writing to: L207b, Hesheng Fortune PlazaNo.13 Deshengmenwai StreetXicheng District, Beijing, China 100088Attention: Raincy Du INVESTORS AND SHAREHOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE MATERIALS FILED WITH OR FURNISHED TO THE U.S. SECURITIES AND EXCHANGE COMMISSION, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, THE DUAL-CLASS SHARE STRUCTURE AND RELATED MATTERS.
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Author / Journalist: Wah Fu Education Group Limited
The story "Wah Fu Education Group Ltd. to Hold Annual General Meeting on December 20, 2024" has 786 words across 14 sentences, which will take approximately 4 - 7 minutes for the average person to read.
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