Hong Kong-listed China Sandi Holdings (00910) has unveiled a three-step Capital Reorganisation aimed at lifting its share price above the HK$0.10 threshold stipulated in Listing Rule 13.64 and aligning its trading unit with stock-exchange standards.
1. Core restructuring measures • Share Consolidation: every 200 existing ordinary shares of HK$0.01 each will be consolidated into one share of HK$2.00; the same ratio applies to unissued shares and preference shares. • Capital Reduction: immediately after consolidation, the par value of each issued consolidated share will be reduced from HK$2.00 to HK$0.001, cancelling HK$1.999 of paid-up capital per share and eliminating fractional entitlements. The resulting credit (about HK$50.86 million) will be transferred to contributed surplus. • Share Subdivision: all authorised but unissued consolidated shares of HK$2.00 will be subdivided into 2,000 shares of HK$0.001 each, restoring flexibility for future equity issues.
2. Post-reorganisation capital structure (assuming no further share changes before the effective date) • Authorised capital remains HK$2.01 billion, now divided into 2.00 billion ordinary shares and 6.02 billion preference shares of HK$0.001 each. • Issued share count will fall from 5.09 billion to 25.44 million, while issued share capital shrinks from HK$50.88 million to HK$25,441.04.
3. Board-lot adjustment Conditional on the Capital Reorganisation, the trading unit will be cut from 6,000 existing shares to 2,000 new consolidated shares. Based on the latest closing price of HK$0.012 per existing share (theoretical HK$2.40 per new share), the board-lot value will rise from HK$72 to HK$4,800, comfortably above the HK$1,000 guideline.
4. Rationale Management cites regulatory requirements on minimum share price and standardised board-lot sizes, lower transaction costs per board lot, and improved market perception and investor accessibility as key drivers. The lower par value (HK$0.001) also provides headroom for future capital-raising.
5. Conditions and timetable Implementation requires: • Shareholder approval at the AGM on 2 October 2026. • Stock Exchange listing approval and compliance with Bermuda and Listing Rules procedures. • Expected effective date: 6 October 2026; new board-lot size effective 21 October 2026.
6. Other points • No shareholders are required to abstain from voting on the resolution. • The company reports no outstanding convertible securities and no current plans for equity or other corporate actions that would offset the intended effects of the reorganisation. • Existing share certificates can be exchanged free of charge between 6 October and 12 November 2026; parallel trading and odd-lot matching services will be provided between 21 October and 10 November 2026.
China Sandi cautions investors that the proposals remain subject to the stated conditions and may not proceed if any requirement is not met.