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Intercont (Cayman) Ltd (NASDAQ:NCT) held an extraordinary general meeting Monday, where shareholders approved several proposals related to the company’s share structure, according to a press release statement based on a filing with the Securities and Exchange Commission.
Shareholders voted to increase the company’s authorized share capital from $50,000, divided into 500,000,000 ordinary shares of $0.0001 par value each, to $100,000, divided into 1,000,000,000 ordinary shares of $0.0001 par value each.
The meeting also authorized the creation of two new classes of ordinary shares: Class A Ordinary Shares and Class B Ordinary Shares. According to the filing, both classes will have the same rights as existing ordinary shares, except Class B shares will carry weighted voting rights, with each Class B share entitled to 30 votes and each Class A share entitled to one vote. Class B shares are convertible into Class A shares at the option of the holder, but not vice versa.
The company further approved the redesignation of 5,164,951 authorized and issued ordinary shares as Class B shares, including 908,708 shares held by EASCOR HOLDING LIMITED and 4,256,243 shares held by BEVERLY HOLDING LIMITED. The remaining 25,319,350 authorized and issued ordinary shares and 969,515,699 authorized but unissued ordinary shares will be designated as Class A shares.
Shareholders also passed a proposal allowing the board to consolidate shares if the company’s closing bid price on the NASDAQ falls below $1.00. The board may implement a consolidation ratio of up to 100:1 within 180 days of shareholder approval.
Additionally, the company approved amendments to its Memorandum and Articles of Association, with the updated documents expected to be filed with the Cayman Islands Registrar within 15 days.
The change from ordinary shares to Class A ordinary shares will be reflected with the Nasdaq Capital Market, where the Class A ordinary shares will continue to trade under the symbol NCT and CUSIP number G48049103.
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