0001104659-26-055876
SEC filingJIADE Limited shareholders approved a share consolidation, authorized share capital increase, and a change in Class B voting rights from 50 to 90 votes per share at the Annual General Meeting held on May 4, 2026.
At the Annual General Meeting held on May 4, 2026, shareholders of JIADE Limited approved five key resolutions with significant implications for the company's capital structure and governance. The meeting saw high participation, with 99.51% of exercisable votes present. All five director nominees were re-elected with overwhelming support, receiving approximately 264.85 million votes for each nominee against roughly 13,000 votes opposed. The appointment of Enrome LLP as the independent auditor for the fiscal year ending December 31, 2026, was also ratified.
Material changes to the share structure were authorized. Shareholders approved a share consolidation at a ratio to be determined by the Board within a range of 1-for-2 to 1-for-100. This consolidation is part of a broader restructuring of authorized share capital, which includes the issuance of new Class A and Class B ordinary shares and the repurchase and cancellation of existing issued shares. The authorized share capital will ultimately be changed to US$50,000 divided into 2 billion shares.
Furthermore, shareholders passed a special resolution to adopt the Third Amended and Restated Memorandum and Articles of Association. A critical component of this amendment is the modification of Class B ordinary share voting rights, increasing the voting power of each Class B share from 50 votes to 90 votes. This change significantly enhances the voting control of Class B shareholders, notably JD LIYUAN LIMITED, relative to Class A shareholders.