| 2025-12-11 |
股东大会：
将于2025-12-30召开股东大会
会议内容 ▼▲
- 1.As an ordinary resolution,That (a) the increase of the authorized share capital of the Company from US$1,000,000.00 divided into (a) 100,000,000 series A ordinary shares of par value US$0.008 each and (b) 25,000,000 series B ordinary shares of par value US$0.008 each, to US$200,000,000.00 divided into (a) 20,000,000,000 series A ordinary shares of par value US$0.008 each and (b) 5,000,000,000 series B ordinary shares of par value US$0.008 each, by the creation of additional (a) 19,900,000,000 series A ordinary shares of par value US$0.008 each and (b) 4,975,000,000 series B ordinary shares of par value US$0.008 each to rank pari passu in all respects with the existing shares in the capital of the Company be and is hereby approved (the “Share Capital Increase”); and (b) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as he or she may consider necessary or desirable to give effect to the Share Capital Increase and the transactions contemplated thereunder and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.
2.As a special resolution,
THAT the Company’s existing amended and restated memorandum and articles of association be amended as follows:
(i)by deleting article 39 of the Company’s existing amended and restated articles of association in its entirety and replacing it with the following:
39. The Company may, but shall not be obligated to, in each year hold a general meeting as an annual general meeting, which, if held, shall be convened by the Directors, in accordance with these Articles.;
(ii)by deleting article 43 of the Company’s existing amended and restated articles of association in its entirety and replacing it with the following:
43. No business shall be transacted at any general meeting unless a quorum of Members is present at the time when the meeting proceeds to business; the quorum shall be:
(a)if the Company has only one Member: that Member;
(b)if the Company has more than one Member
i.subject to Article 43(b)(ii), two or more Members;
ii.subject to Article 45, for so long as any shares are listed on a Designated Stock Exchange, one or more Members holding shares that represent not less than one-third of the voting rights of the outstanding issued shares carrying the right to vote at such general meeting.;
(iii)by deleting article 45 of the Company’s existing amended and restated articles of association in its entirety and replacing it with the following:
45. If a quorum is not present within half an hour from the time appointed for the meeting to commence or if during such a meeting a quorum ceases to be present, the meeting, if convened upon a Members’ requisition, shall be dissolved, and in any other case it shall stand adjourned to the same day in the next week at the same time and/or place or to such other day, time and/or place as the Directors may determine, and if at the adjourned meeting a quorum is not present within half an hour from the time appointed for the meeting to commence, the Members present shall be a quorum.
3.As an ordinary resolution,
That (a) the consolidation of the Company’s issued and unissued series A and series B ordinary shares at a ratio of not less than one (1)-for-twenty (20) and not more than one (1)-for-two hundred (200) (the “Range”), with the exact ratio to be set at a whole number within the Range and the exact effective date to be determined by the board of directors of the Company (the “Board”) in its sole discretion within eighteen months after the date of passing of this resolution (the “Share Consolidation”), provided that no fractional share shall arise from the Share Consolidation, be and is hereby approved; (b) the rounding up of any fractional shares resulting from the Share Consolidation to the nearest whole ordinary share be and is hereby approved and (c) the Board be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as the Board considers necessary or desirable to give effect to the Share Consolidation and the transactions contemplated thereunder, including determining the exact ratio within the Range and the exact effective date of the Share Consolidation and instructing the registered office provider or transfer agent of the Company to complete the necessary corporate record(s) and filing(s) to reflect the Share Consolidation.
4.As a special resolution,
That subject to and conditional upon the passing of Resolutions One and Two above in respect of the Share Capital Increase and the Amendments of Articles, with immediate effect after the close of this meeting, (a) the amendment of the existing amended and restated memorandum and articles of association of the Company to reflect the Share Capital Increase and the Amendments of Articles be and hereby approved; (b) the amended and restated memorandum and articles of association of the Company (the “Amended and Restated Memorandum and Articles of Association”) be and are hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing amended and restated memorandum and articles of association of the Company and (c) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as he or she may consider necessary or desirable to give effect to the adoption of the Amended and Restated Memorandum and Articles of Association and the transactions contemplated thereunder and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.
5.As a special resolution,
That subject to and conditional upon the passing of Resolutions One, Two and Three above in respect of the Share Capital Increase, the Amendments of Articles and the Share Consolidation, with effect from the effective date of the Share Consolidation, (a) the amendment of the amended and restated memorandum and articles of association of the Company as at the effective date of the Share Consolidation to reflect the Share Capital Increase, the Amendments of Articles and the Share Consolidation be and is hereby approved; (b) the amended and restated memorandum and articles of association of the Company be and are hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the amended and restated memorandum and articles of association of the Company as at the effective date of the Share Consolidation and (c) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as he or she may consider necessary or desirable to give effect to the amendment of the amended and restated memorandum and articles of association of the Company and the transactions contemplated thereunder and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.
6.As an ordinary resolution,
That the Meeting be and is adjourned to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Resolution One above, Resolution Two above, Resolution Three above, Resolution Four and/or Resolution Five above.
|
| 2025-12-11 |
详情>>
股本变动：
变动后总股本1632.53万股
|
| 2025-12-08 |
复牌提示：
2025-12-08 09:30:25 停牌，复牌日期 2025-12-08 09:35:25
|
| 2025-09-19 |
详情>>
业绩披露：
2025年中报每股收益-32.46美元,归母净利润-935.6万美元,同比去年增长-1319.82%
|
| 2025-04-29 |
详情>>
业绩披露：
2024年年报每股收益-34.79美元,归母净利润-613.9万美元,同比去年增长-173.63%
|
| 2025-03-03 |
详情>>
拆分方案：
每200.0000合并分成1.0000股
|
| 2025-01-21 |
股东大会：
将于2025-02-10召开股东大会
会议内容 ▼▲
- 1.As an ordinary resolution, “That (a) the increase of the authorized share capital of the Company from US$50,000.00 divided into (a) 1,000,000,000 series A ordinary shares of par value US$0.00004 each and (b) 250,000,000 series B ordinary shares of par value US$0.00004 each, to US$1,000,000.00 divided into (a) 20,000,000,000 series A ordinary shares of par value US$0.00004 each and (b) 5,000,000,000 series B ordinary shares of par value US$0.00004 each, by the creation of additional (a) 19,000,000,000 series A ordinary shares of par value US$0.00004 each and (b) 4,750,000,000 series B ordinary shares of par value US$0.00004 each to rank pari passu in all respects with the existing shares in the capital of the Company be and is hereby approved (the “Share Capital Increase”); and (b) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as he or she may consider necessary or desirable to give effect to the Share Capital Increase and the transactions contemplated thereunder and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.”
2.As an ordinary resolution, “That (a) the consolidation of the Company’s issued and unissued series A and series B ordinary shares at a ratio of not less than one (1)-for-twenty (20) and not more than one (1)-for-two hundred (200) (the “Range”), with the exact ratio to be set at a whole number within the Range and the exact effective date to be determined by the board of directors of the Company (the “Board”) in its sole discretion within one year after the date of passing of this resolution (the “Share Consolidation”), provided that no fractional share shall arise from the Share Consolidation, be and is hereby approved; (b) the rounding up of any fractional shares resulting from the Share Consolidation to the nearest whole ordinary share be and is hereby approved and (c) the Board be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as the Board considers necessary or desirable to give effect to the Share Consolidation and the transactions contemplated thereunder, including determining the exact ratio within the Range and the exact effective date of the Share Consolidation and instructing the registered office provider or transfer agent of the Company to complete the necessary corporate record(s) and filing(s) to reflect the Share Consolidation.”
3.As a special resolution, “That subject to and conditional upon the passing of Resolution One above in respect of the Share Capital Increase, with immediate effect after the close of this meeting, (a) the amendment of the existing amended and restated memorandum and articles of association of the Company to reflect the Share Capital Increase be and is hereby approved; (b) the amended and restated memorandum and articles of association of the Company (the “Amended and Restated Memorandum and Articles of Association”) be and are hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing amended and restated memorandum and articles of association of the Company and (c) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as he or she may consider necessary or desirable to give effect to the adoption of the Amended and Restated Memorandum and Articles of Association and the transactions contemplated thereunder and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.”
4.As a special resolution, “That subject to and conditional upon the passing of Resolution Two above in respect of the Share Consolidation, with effect from the effective date of the Share Consolidation, (a) the amendment of the existing amended and restated memorandum and articles of association of the Company to reflect the Share Consolidation be and is hereby approved; (b) the amended and restated memorandum and articles of association of the Company be and are hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing amended and restated memorandum and articles of association of the Company and (c) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where applicable, as he or she may consider necessary or desirable to give effect to the amendment of the amended and restated memorandum and articles of association of the Company and the transactions contemplated thereunder and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.”
5.As a special resolution, “That subject to and conditional upon the approval of the Registrar of Companies in the Cayman Islands, with effect from the date of issue of the certificate of incorporation on change of name by the Registrar of Companies in the Cayman Islands, (a) the change of the English name of the Company from “Lichen China Limited” to “Lichen International Limited” and the dual foreign name in Chinese of the Company from “理臣中國有限公司” to “理臣国际有限公司” (the “Name Change”) be and is hereby approved; (b) the amendment of the existing amended and restated memorandum and articles of association of the Company to reflect the new name of the Company be and is hereby approved and the amended and restated memorandum and articles of association of the Company be and are hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing amended and restated memorandum and articles of association of the Company; and (c) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where appropriate, which he or she may consider necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the Name Change and the amendment of the amended and restated memorandum and articles of association of the Company and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company. ”
6.As a special resolution, “That (a) article 62 of the existing articles of association of the Company be deleted in its entirety and replaced with the following new article 62: “62. The instrument appointing a proxy shall be deposited at the registered office of the Company or at such other place as is specified for that purpose in the notice convening the meeting no later than the time for holding the meeting, or adjourned meeting, provided that the Chairman of the meeting may at his discretion direct that an instrument of proxy shall be deemed to have been duly deposited upon receipt of telex, cable, telecopy, email, secure electronic submission, or telephonic confirmation from the appointor that the instrument of proxy duly signed is in the course of transmission to the Company. Votes submitted through an Electronic Voting System or a Telephonic Voting System shall be treated as validly cast and equivalent to votes cast in person or by proxy at the meeting.” (b) the following new definitions of “Electronic Voting System” and “Telephonic Voting System” be inserted in article 1 of the existing articles of association of the Company: “Electronic Voting System” means any internet-based or software-enabled system approved by the Directors that allows Members to cast votes remotely; “Telephonic Voting System” means any system using telecommunication technology approved by the Directors for securely collecting votes from Members.(together with (a) above, the “Meeting Amendment”); (c) the amendment of the existing amended and restated memorandum and articles of association of the Company to reflect the Meeting Amendment be and is hereby approved and the amended and restated memorandum and articles of association of the Company be and are hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing amended and restated memorandum and articles of association of the Company; (d) any one director of the Company be and is hereby authorised to do all such acts and things and execute all such documents, including under seal where appropriate, which he or she may consider necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the Meeting Amendment and the amendment of the amended and restated memorandum and articles of association of the Company and to attend to any necessary registration and/or filing in the Cayman Islands for and on behalf of the Company.”
7.As an ordinary resolution, “That the Meeting be and is adjourned to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Resolution One above, Resolution Two above, Resolution Three above, Resolution Four above, Resolution Five above, and/or Resolution Six above.” Our Annual Report on Form 20-F for the fiscal year ended December 31, 2023 (the “2023 Annual Report”), including the financial statements, is available on the SEC’s website at http://www.sec.gov.
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| 2024-09-24 |
详情>>
业绩披露：
2024年中报每股收益0.03美元,归母净利润76.70万美元,同比去年增长-43.48%
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| 2024-04-04 |
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业绩披露：
2023年年报每股收益0.32美元,归母净利润833.80万美元,同比去年增长6.65%
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| 2023-10-13 |
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业绩披露：
2023年中报每股收益0.05美元,归母净利润135.70万美元,同比去年增长-68.67%
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| 2023-05-01 |
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业绩披露：
2022年年报每股收益0.35美元,归母净利润781.80万美元,同比去年增长-7.61%
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| 2022-10-07 |
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业绩披露：
2022年中报每股收益0.19美元,归母净利润433.10万美元,同比去年增长-11.14%
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| 2022-10-07 |
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业绩披露：
2021年年报每股收益0.38美元,归母净利润846.20万美元,同比去年增长32.07%
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