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[6-K] Kuke Music Holding Ltd Current Report (Foreign Issuer)

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
6-K
Rhea-AI Filing Summary

Kuke Music Holding Ltd is proposing four shareholder actions to take effect after the extraordinary general meeting. First, the voting power of each Class B Ordinary Share would increase from 50 votes to 1,000 votes per share, while Class A Ordinary Shares would continue to carry one vote each. Second, director Yu Chen is proposed to be removed from office with immediate effect. Third, the Articles would be amended to permit ordinary and special resolutions to be passed by written shareholder resolutions signed in the majorities allowed under Cayman Islands law. Fourth, subject to approval of the voting and written-resolution amendments, the company would adopt a consolidated fourth amended and restated articles of association replacing the existing third amended and restated Articles. The form is signed by Li Li, Chief Financial Officer, dated September 16, 2025.

Positive
  • Voting Rights Amendment clearly specified: Class B Ordinary Shares will carry 1,000 votes per share if approved
  • Written Resolutions Amendment explicitly permits passing ordinary and special resolutions by written shareholder resolutions as allowed under Cayman Islands law
  • New Articles proposal consolidates the described amendments into a single fourth amended and restated articles of association
Negative
  • Director removal: Yu Chen is proposed to be removed from office with immediate effect

Insights

TL;DR: Proposed charter changes materially reallocate voting power and change decision procedures; director removal is an immediate governance change.

The Voting Rights Amendment would sharply increase the voting weight of each Class B Ordinary Share from 50 to 1,000 votes per share, which is a material alteration of share-class voting structure and will affect shareholder control dynamics if approved. The Written Resolutions Amendment formalizes use of written shareholder resolutions consistent with Cayman law, potentially changing how shareholder approvals are executed outside general meetings. The proposed removal of director Yu Chen is an immediate board composition change documented in the filing. The final proposal consolidates these changes into a single restated Articles document.

TL;DR: These are material corporate-structure actions that could shift voting outcomes and streamline corporate approvals.

The filing lists four discrete proposals: a substantial increase in Class B voting rights, removal of a named director, authorization for written resolutions under Cayman law, and adoption of consolidated Articles incorporating those amendments. Each proposal is presented with the vote type required (special or ordinary) and sequencing—amendments take effect after the close of the EGM. The filing provides no financial metrics, ownership percentages, or identity of holders affected, so assessment of economic impact is constrained by available disclosures.

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2025

 

Commission File Number: 001-39859

 

Kuke Music Holding Limited

 

25-1, Beijing Music Industrial Park,

Heizhuanghu Road, Chaoyang District,

Beijing, 100020

People’s Republic of China

+86-010-6561 0392
(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F       Form 40-F

 

 

 

 

 

Kuke Music Holding Limited Announces Results of Extraordinary General Meeting and Class Meeting

 

We, Kuke Music Holding Limited, hereby announce that our extraordinary general meeting of shareholders and the class meeting of holders of Class B ordinary shares with a par value of US$0.001 each (the “Class B Ordinary Shares”) were held in Beijing, China on September 12, 2025, and each of the following proposed resolutions submitted for shareholder approval has been duly adopted at the respective meeting.

 

Class Meeting of Holders of Class B Ordinary Shares:

 

1.as a special resolution, THAT the voting rights of the Class B Ordinary Shares be amended from each Class B Ordinary Share being entitled to fifty (50) votes on all matters subject to a vote at general meetings of the Company to each Class B Ordinary Share being entitled to one thousand (1,000) votes on all matters subject to a vote at general meetings of the Company or approval by written resolutions of shareholders of the Company (where permitted).

 

Extraordinary General Meeting:

 

1.as a special resolution (which shall also include the affirmative votes of holders of at least a majority of the Class A Ordinary Shares of par value US$0.001 each (the “Class A Ordinary Shares”), being entitled so to do, voted in person, by proxy or in the case of any such holder being a corporation, by its duly authorized representative(s)) and subject to the passing of the special resolution at the class meeting of holders of Class B Ordinary Shares for approving the amendment to the voting rights of the Class B Ordinary Shares from fifty (50) per Class B Ordinary Shares to one thousand (1,000) per Class B Ordinary Share, THAT the third amended and restated articles of association of the Company (the “Articles”) be amended with effect after the close of the EGM (the “Voting Rights Amendment”) so that immediately following the Voting Rights Amendment, Class B Ordinary Share shall be entitled to one thousand (1,000) votes (instead of the existing fifty (50) votes) for each Class B Ordinary Share on all matters subject to the vote at general meetings of the Company or approval by written resolutions of shareholders of the Company (where permitted), and each Class A Ordinary Share will continue to carry one (1) vote per Class A Ordinary Share on all matters subject to the vote at general meetings of the Company or approval by written resolutions of shareholders of the Company (where permitted);

 

2.as an ordinary resolution, THAT Yu Chen be removed from office as a director of the Company pursuant to Article 85(6) of the Articles with immediate effect;

 

3.as a special resolution, THAT the Articles be amended with effect immediately after the close of the EGM, to permit ordinary and special resolutions of shareholders of the Company to be passed by written shareholder resolutions signed by such majority or all shareholders as permitted under Cayman Islands law (the “Written Resolutions Amendment”); and

 

4.as a special resolution, THAT subject to approvals of Proposals 1 and 3, the proposed fourth amended and restated articles of association of the Company, which consolidates all amendments to the Articles described in Proposals 1 and 3 (the “New Articles”), be adopted in their entirety and in substitution for and to the exclusion of the existing third amended and restated articles of association of the Company with effect immediately after the close of the EGM.

 

A copy of our fourth amended and restated articles of association is attached hereto as Exhibit 3.1.

 

1

 

EXHIBIT INDEX

 

Exhibit No.   Description
3.1   Fourth Amended and Restated Memorandum of Association and Articles of Association

 

2

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Kuke Music Holding Limited  
   
By: /s/ Li Li  
Name:  Li Li  
Title: Chief Financial Officer  
     
Date: September 16, 2025  

 

 

3

 

 

FAQ

What voting change is proposed for KUKE Class B Ordinary Shares?

The proposal is to amend the Articles so each Class B Ordinary Share would carry 1,000 votes instead of the current 50 votes per share.

Is a director being removed in the KUKE filing?

Yes. The filing proposes that Yu Chen be removed from office as a director with immediate effect.

Will KUKE permit written shareholder resolutions under the new Articles?

Yes. One special resolution would amend the Articles to permit ordinary and special resolutions to be passed by written shareholder resolutions signed in the majorities allowed under Cayman Islands law.

What happens if Proposals 1 and 3 are approved?

If Proposals 1 and 3 are approved, the company would adopt the proposed consolidated fourth amended and restated articles of association to replace the existing third amended and restated Articles.

Who signed the filing and what is the date?

The filing is signed by Li Li, Chief Financial Officer, dated September 16, 2025.
Kuke Music Hldg Ltd

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