LHSW · Lianhe Sowell International Group Ltd Ordinary Shares

This 6-K filing announces a strategically significant corporate action package centered on structural capital reorganization rather than operational performance or transactional activity. The core event is a multi-layered shareholder vote to approve a 16:1 share consolidation — which reduces the number of outstanding shares while increasing par value proportionally — followed immediately by a 1,600-fold expansion of authorized share capital from $50,000 to $80 million. This capital expansion enables the company to issue up to 45 billion Class A and 5 billion Class B shares, vastly increasing its flexibility for future financing, acquisitions, or employee equity grants. Critically, Proposal No. 4 delegates broad discretion to the Board to execute further share consolidations (ranging from 2:1 to 250:1) over a two-year period without additional shareholder approval — a rare and material delegation of authority that could materially alter share count, liquidity, and market perception multiple times. The requirement to adopt amended and restated constitutional documents (Proposals No. 3 and No. 5) confirms these changes are foundational, not incremental. While voting rights and economic rights remain unchanged per share class, the scale and scope of the proposed actions — particularly the open-ended future consolidation authority — represent a material shift in capital structure governance and warrant careful investor scrutiny. The record date is fixed as May 7, 2026, and the Board unanimously recommends voting 'FOR' all proposals.