SHEIN Global Holdings Limited (SHEIN-W) has released its Seventh Amended and Restated Memorandum and Articles of Association, conditionally approved by special resolution on 18 August 2026 and scheduled to take effect on 1 September 2026. Key provisions are as follows:

• Capital Structure: Authorised share capital is set at US$100,000, divided into 50.00 billion ordinary shares of US$0.000002 par value each, comprising 3.00 billion Class A ordinary shares and 47.00 billion Class B ordinary shares.

• Weighted Voting Rights (WVR): Class A carries 10 votes per share; Class B carries 1 vote. Both classes vote together except for limited matters—such as amendments to constitutional documents, appointment or removal of independent non-executive directors, auditor appointment or removal, and voluntary liquidation—where each share has one vote.

• Conversion Mechanics: Class A shares may be converted to Class B at the holder’s discretion and will automatically convert upon events including the death or disqualification of the founder holder, cessation as a director, or transfer of beneficial ownership. Class B shares are non-convertible into Class A.

• Issuance Limits: No new class with voting rights superior to Class A can be created. Further issuance of Class A shares is restricted to pro-rata offers, scrip dividends, or share subdivisions that do not increase the relative proportion of Class A voting rights. Reductions in Class B capital must be matched by proportional WVR reductions.

• Corporate Governance Enhancements: – Establishment of a Nomination Committee and a Corporate Governance Committee, both complying with Hong Kong Listing Rule 8A requirements. – Independent non-executive directors (INEDs) will stand for re-election at least once every three years. – Appointment of a permanent Compliance Adviser to support ongoing adherence to regulatory obligations.

• Share Handling & Market Infrastructure: The company’s shares may be held and transferred in uncertificated form via Hong Kong’s Uncertificated Securities Market (USM). Registration closures for corporate actions are capped at 30 days per calendar year, extendable to 60 days by shareholder resolution.

• Meeting & Voting Thresholds: A general meeting quorum is defined as shareholders present (in person or by proxy) holding at least 10 % of total voting power. Directors may convene virtual or hybrid shareholder meetings using approved communication technologies.

• Dividend Policy & Reserves: The board may declare interim, special or final dividends from distributable reserves and may capitalise reserves for share distributions, including for employee incentive schemes.

• Indemnification: Directors, officers and authorised delegates are indemnified against liabilities incurred in the course of their duties, except in cases of dishonesty, wilful default or fraud.

The revised constitutional framework maintains SHEIN-W’s WVR structure while introducing additional safeguards and governance measures aligned with Hong Kong Stock Exchange requirements ahead of the document’s effective date.