Wetour Robotics Limited filed a Form 6-K with the SEC on October 26, 2026, disclosing that shareholders approved a large increase in authorised share capital and adopted a second amended and restated memorandum and articles of association at an extraordinary general meeting held on August 24, 2026.

Key Highlights

  • Share capital increase approved: Shareholders passed an ordinary resolution increasing authorised share capital from US$100,000 (10,000,000 shares at US$0.01 par value) to US$20,000,000,000 (2,000,000,000,000 shares at US$0.01 par value each).
  • New shares created: The resolution provided for the creation of 1,999,990,000,000 new shares of US$0.01 par value each.
  • Amended governing documents: Shareholders passed a special resolution adopting a second amended and restated memorandum and articles of association to reflect the share capital increase.
  • Written resolution threshold changed: The approval threshold for ordinary resolutions passed by written resolution was amended from unanimous consent to a majority of the total voting rights of eligible members.
  • Cayman Islands filing date: The second amended and restated memorandum and articles of association was filed with the Cayman Islands Registrar of Companies on September 9, 2026.
  • Signed by CEO: The report was signed by Nan Zheng, Chief Executive Officer, on October 26, 2026.

Wetour Robotics Shareholder Meeting Approves Sweeping Capital Structure Changes

According to the filing, Wetour Robotics Limited (NASDAQ:WETO) held an extraordinary general meeting on August 24, 2026, at which shareholders voted on two significant corporate governance matters. The first was an ordinary resolution to increase the company's authorised share capital from US$100,000, divided into 10,000,000 shares at a par value of US$0.01 each, to US$20,000,000,000, divided into 2,000,000,000,000 shares at the same US$0.01 par value per share, through the creation of 1,999,990,000,000 new shares.

Shareholders also passed a special resolution directing the company to adopt a second amended and restated memorandum and articles of association. The filing states this document reflects the share capital increase and modifies the threshold required for ordinary resolutions passed by written resolution. Under the revised standard, such a resolution is passed if signed by members representing a majority of total voting rights of all members who would be entitled to vote, replacing the prior requirement that all members entitled to vote sign the resolution.

The company disclosed that the second amended and restated memorandum and articles of association was filed with the Cayman Islands Registrar of Companies on September 9, 2026, and a copy is included as Exhibit 3.1 to this Current Report. The filing further states that the Form 6-K shall be incorporated by reference into the company's registration statements on Form S-8 (File No. 333-291960) and Form F-3 (File Nos. 333-294373 and 333-295457), to the extent not superseded by subsequent filings.

What Was Disclosed

Wetour Robotics Limited disclosed shareholder approval of a major increase in authorised share capital to 2,000,000,000,000 shares, adoption of revised governing documents, and a change in the written ordinary resolution approval threshold from unanimous to majority consent.