Neutech Group Limited (the “Company”) adopted a Fourth Amended and Restated Memorandum and Articles of Association on 28 May 2026, following shareholder approval by special resolution. The key amendments and highlights are as follows:

1. Authorised Share Capital • The Company’s authorised share capital is fixed at HK$0.38 million, divided into 1.900 billion ordinary shares of HK$0.0002 each. • Shares may be issued with varied rights, including preferential, deferred or qualified terms, and may be redeemable at the option of either the Company or the holder.

2. Share and Capital Management • The Board is empowered to issue warrants over any class of securities, determine terms of new share issues, and refuse registration of share transfers of partly-paid shares. • Subject to statutory requirements and shareholder approval, the Company can repurchase its own shares, finance such repurchases, and subsequently cancel or hold the shares in treasury. • The Articles permit capitalisation of reserves to issue fully-paid bonus shares and allow distribution of assets in specie on winding-up.

3. Electronic and Hybrid Meetings • General meetings may be held physically, virtually or in hybrid form. • Notice periods are 21 days for annual general meetings and 14 days for other meetings, with flexibility to postpone or adjourn meetings in light of adverse conditions or technical issues.

4. Board Structure and Governance • The Board must comprise at least two directors; one-third retire by rotation at each annual general meeting, ensuring every director faces re-election at least once every three years. • Directors can be removed by ordinary resolution and may appoint alternates. • Comprehensive indemnity is provided for directors and officers against liabilities incurred in the discharge of their duties, excluding fraud or dishonesty.

5. Shareholder Rights and Protections • All shareholders have the right to speak and vote at general meetings, subject to Listing Rules restrictions. • Provisions address untraceable shareholders, allowing the Company to cease sending cheques after two uncashed dividends and to sell shares after 12 years of unclaimed dividends, subject to public notice.

6. Dividend Flexibility • The Board can declare interim, special and scrip dividends, with mechanisms for shareholders to elect cash or share alternatives and for dealing with fractional entitlements.

7. Financial Year and Reporting • The financial year end is 31 December. • Annual accounts must be prepared under Hong Kong or international standards and circulated to shareholders at least 21 days before the annual general meeting.

8. Borrowing and Security • The Board may raise funds, issue debentures or other securities, and create charges on the Company’s assets, subject to statutory limits.

The updated constitutional documents position Neutech Group to operate with enhanced flexibility in share capital management, governance, electronic participation and shareholder engagement, aligning with current regulatory standards and best practices.