SAINT BELLA GROUP LIMITED (聖貝拉集團有限公司) has conditionally adopted its Third Amended and Restated Memorandum of Association and its Fourth Amended and Restated Articles of Association, both effective February 5, 2026. According to the documents, the company’s authorized share capital is US$0.10 million, divided into 1,000,000,000 shares with a par value of US$0.0001 each.
The Memorandum specifies that SAINT BELLA GROUP LIMITED, registered as an exempted company limited by shares in the Cayman Islands, enjoys unrestricted corporate powers under local law and that members’ liability is limited to their shares. The Articles set forth procedures on share transfers, general meetings, voting rights, dividend distributions, as well as the appointment and removal of directors.
Key details include: • Flexibility for the company to amend share capital subject to laws and regulations. • Provision for directors to manage day-to-day operations, including potential share repurchases and establishing branch registers. • Clarity on director and shareholder rights in matters such as calls on shares, forfeiture procedures, and lien provisions. • Guidelines for meetings, proxy voting, and adoption of corporate decisions, including dividend distributions and possible scrip alternatives.
These amended governing documents outline the latest legal framework for SAINT BELLA GROUP LIMITED and how its members’ rights, voting procedures, and corporate management will operate going forward, subject to the stated effective date.