ZDAI · DirectBooking Technology Co., Ltd.

This filing reflects a comprehensive, investor-facing capital structure reengineering effort by DirectBooking Technology Co., Ltd. The six approved resolutions collectively enhance the Company’s strategic flexibility across multiple dimensions: capital raising capacity, share price management, governance control, and shareholder alignment. The 16-fold increase in authorized share capital — from $250,000 to $4,000,000 — significantly expands the pool of unissued shares available for future financings, employee incentives, or strategic transactions, without requiring further shareholder approval for each issuance within the new limit. The conditional subdivision and consolidation mandates are proactive, market-responsive tools: subdivision above $100 supports potential retail participation and trading efficiency, while consolidation below $1.00 safeguards against NASDAQ minimum bid price delisting risk and preserves eligibility for index inclusion and institutional ownership. The doubling of Class B voting rights — from 50 to 100 votes — reinforces the entrenched control of high-vote shareholders without altering their economic stake, aligning with dual-class governance norms common among growth-oriented issuers. The Fortiwealth Advisory share conversion exemplifies targeted governance optimization: it increases voting power concentration among aligned stakeholders while maintaining exact share count parity, avoiding dilution or treasury stock complications. All changes are codified in the newly adopted Third Amended and Restated Memorandum and Articles of Association, ensuring enforceability and regulatory clarity. As a foreign private issuer operating through a Hong Kong subsidiary in a niche construction logistics sector, these structural enhancements signal preparation for scaling, potential cross-border listings, or future M&A activity — though no such intent is disclosed in the filing.