Midea Real Estate Holding Limited (美的置業控股有限公司) released its Third Amended and Restated Memorandum and Articles of Association, adopted by a special resolution dated 27 October 2025. The company remains incorporated in the Cayman Islands as a company limited by shares.

Key amendments address share capital, directorial powers, and shareholder rights. The authorized share capital stands at HK$2,000,000,000, divided into 2,000,000,000 shares of HK$1.00 each. The new provisions allow unrestricted objects for the company, reflecting comprehensive powers to operate across various sectors, issue securities, and manage investments. They also outline share issuance, transfer procedures, and rules on dividends or distributions.

Additional sections define processes for board and general meetings, the maintenance of registers for share ownership, and indemnification terms for directors and officers. The articles elaborate on potential share buybacks, directors’ appointments and rotations, as well as the management’s authority to handle corporate funds and distributions. The policies for potential capital reorganization or distribution of assets in the event of winding up are also clarified.

According to the amendments, the company can pay dividends in cash or through scrip, subject to board approval. The board may also exercise discretion over interim dividends and make provisions for share premium, capital reserves, and employee benefit arrangements. These amendments reinforce the corporate governance framework, ensuring clarity on matters like share transfer, appointment of proxies, and the scope of directors’ responsibilities.

All information is derived solely from the Third Amended and Restated Memorandum and Articles of Association published by Midea Real Estate Holding Limited.