CA Cultural Technology Group Limited (“CA Cultural”) released a circular convening an extraordinary general meeting (EGM) on 18 May 2026 to seek shareholder approval for a comprehensive restructuring package.

Key resolutions to be voted include:

• Capital Reorganisation  – 1-for-10 share consolidation, reducing the issued share count from 1.18 billion to 118.20 million.  – Par value cut from HK$1.00 to HK$0.01 via a HK$0.99 capital reduction, creating a HK$117.02 million credit to offset accumulated losses.  – Authorised share capital enlarged to HK$10.00 billion (1 trillion shares).  – Board lot size to change from 1,000 existing shares to 8,000 new shares.

• Debt Restructuring via Creditors’ Scheme  – All claims (HK$1.30 billion as at 31 Jan 2026) to be settled with HK$160.00 million cash and 59.00 million new shares issued to a scheme SPV.  – Any recovery from HK$227.86 million of assigned receivables will also be distributed to creditors.  – Scheme approved by creditors on 27 Jun 2023 and sanctioned by the High Court on 19 Mar 2024; it becomes effective after completion of the fund-raising and share issues.

• Subscription Agreements with Kyosei-Bank Co., Ltd.  – Share Subscription: 530.80 million new shares at HK$0.1772 each, raising HK$94.06 million.  – Convertible Bonds (0% coupon, three-year maturity): principal HK$160.94 million, convertible at HK$0.1772 into up to 908.25 million shares.  – Total gross proceeds: HK$255.00 million; estimated net HK$220.00 million, of which HK$160.00 million will fund the Creditors’ Scheme, up to HK$25.00 million will pay restructuring costs, and about HK$35.00 million will serve as working capital.

• Whitewash Waiver & Change of Control  – Upon completion, Kyosei-Bank will hold 81.79% of enlarged share capital (before CB conversion). A whitewash waiver is sought to exempt it from a mandatory general offer.

• Special Deals  – Settlement terms for four creditor-shareholders (holding 200.89 million shares) and a deed of settlement with creditor-shareholder Mr. Lam Siu Leung (20.00 million shares) require Takeovers Code consent.

If all resolutions pass and the convertible bonds are fully converted, total issued shares could rise to 1.62 billion, with Kyosei-Bank’s stake increasing to 89.04%.

Shareholders of record on 11 May 2026 may vote at the EGM. Proxy forms must be lodged by 10:00 a.m. on 16 May 2026.