INLF 6-K

INLIF Ltd (INLF)

6-K 2026-07-07 For: 2026-07-06

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Added on July 07, 2026

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	INLIF LIMITED

Date: July 6, 2026	By:	/s/ Rongjun Xu
	Name:	Rongjun Xu
	Title:	Chief Executive Officer

Exhibit No.		Description
3.1		Sixth Amended and Restated Memorandum and Articles of Association
99.1		Press Release dated June 30, 2026

1	Definitions, interpretation and exclusion of Table A	1
Definitions		1
Interpretation		4
Exclusion of Table A Articles		6

2	Shares	6
Power to issue Shares and options, with or without special rights		6
Power to issue fractions of a Share		6
Power to pay commissions and brokerage fees		6
Trusts not recognised		7
Security interests		7
Rights of Shares		7
Power to vary class rights		9
Effect of new Share issue on existing class rights		9
No bearer Shares or warrants		9
Treasury Shares		9
Rights attaching to Treasury Shares and related matters		10
Register of Members		10
Annual Return		10

3	Share certificates	11
Issue of share certificates		11
Renewal of lost or damaged share certificates		11

4	Lien on Shares	12
Nature and scope of lien		12
Company may sell Shares to satisfy lien		12
Authority to execute instrument of transfer		12
Consequences of sale of Shares to satisfy lien		13
Application of proceeds of sale		13

5	Calls on Shares and forfeiture	13
Power to make calls and effect of calls		13
Time when call made		14
Liability of joint holders		14
Interest on unpaid calls		14
Deemed calls		14
Power to accept early payment		14
Power to make different arrangements at time of issue of Shares		14
Notice of default		14
Forfeiture or surrender of Shares		15
Disposal of forfeited or surrendered Share and power to cancel forfeiture or surrender		15
Effect of forfeiture or surrender on former Member		15
Evidence of forfeiture or surrender		16
Sale of forfeited or surrendered Shares		16

6	Transfer of Shares	16
Form of Transfer		16
Suspension of transfers		17
Company may retain instrument of transfer		17
Notice of refusal to register		17

7	Transmission of Shares	18
Persons entitled on death of a Member		18
Registration of transfer of a Share following death or bankruptcy		18
Indemnity		18
Rights of person entitled to a Share following death or bankruptcy		19

8	Alteration of capital	19
Increasing, consolidating, converting, dividing and cancelling share capital		19
Dealing with fractions resulting from consolidation of Shares		19
Reducing share capital		20

9	Redemption and purchase of own Shares	20
Power to issue redeemable Shares and to purchase own Shares		20
Power to pay for redemption or purchase in cash or in specie		20
Effect of redemption or purchase of a Share		21

10	Meetings of Members	21
Annual and extraordinary general meetings		21
Power to call meetings		21
Content of notice		22
Period of notice		23
Persons entitled to receive notice		23
Accidental omission to give notice or non-receipt of notice		23

11	Proceedings at meetings of Members	24
Quorum		24
Lack of quorum		24
Chairman		24
Right of a Director to attend and speak		24
Accommodation of Members at Virtual Meeting		25
Security		25
Adjournment, postponement and cancellation		25
Method of voting		25
Taking of a poll		26
Chairman’s casting vote		26
Written resolutions		26
Sole-Member Company		28

12	Voting rights of Members	28
Right to vote		28
Rights of joint holders		28
Representation of corporate Members		28
Member with mental disorder		29
Objections to admissibility of votes		29
Form of proxy		29
How and when proxy is to be delivered		30
Voting by proxy		31

13	Number of Directors	31

14	Appointment, disqualification and removal of Directors	32
First Directors		32
No age limit		32
Corporate Directors		32
No shareholding qualification		32
Appointment of Directors		32
Board’s power to appoint Directors		32
Removal of Directors		33
Resignation of Directors		33
Termination of the office of Director		33

15	Alternate Directors	34
Appointment and removal		34
Notices		34
Rights of alternate Director		34
Appointment ceases when the appointor ceases to be a Director		35
Status of alternate Director		35
Status of the Director making the appointment		35

16	Powers of Directors	35
Powers of Directors		35
Directors below the minimum number		36
Appointments to office		36
Provisions for employees		37
Exercise of voting rights		37
Remuneration		37
Disclosure of information		37

17	Delegation of powers	38
Power to delegate any of the Directors’ powers to a committee		38
Local boards		39
Power to appoint an agent of the Company		39
Power to appoint an attorney or authorised signatory of the Company		39
Borrowing Powers		40
Corporate Governance		40

18	Meetings of Directors	40
Regulation of Directors’ meetings		40
Calling meetings		40
Notice of meetings		40
Use of technology		40
Quorum		40
Chairman or deputy to preside		41
Voting		41
Recording of dissent		41
Written resolutions		41
Validity of acts of Directors in spite of formal defect		42

19	Permissible Directors’ interests and disclosure	42

20	Minutes	42

21	Accounts and audit	43
Auditors		43

22	Record dates	43

23	Dividends	44
Source of dividends		44
Declaration of dividends by Members		44
Payment of interim dividends and declaration of final dividends by Directors		44
Apportionment of dividends		45
Right of set off		45
Power to pay other than in cash		45
How payments may be made		45
Dividends or other monies not to bear interest in absence of special rights		46
Dividends unable to be paid or unclaimed		46

24	Capitalisation of profits	46
Capitalisation of profits or of any share premium account or capital redemption reserve		46
Applying an amount for the benefit of Members		47

25	Share Premium Account	47
Directors to maintain share premium account		47
Debits to share premium account		47

26	Seal	48
Company seal		48
Duplicate seal		48
When and how seal is to be used		48
If no seal is adopted or used		48
Power to allow non-manual signatures and facsimile printing of seal		48
Validity of execution		48

27	Indemnity	49
Release		49
Insurance		50

28	Notices	50

Form of notices		50
Electronic communications		50
Persons entitled to notices		51
Persons authorised to give notices		52
Delivery of written notices		52
Joint holders		52
Signatures		52
Giving notice to a deceased or bankrupt Member		52
Date of giving notices		53
Saving provision		53

29	Authentication of Electronic Records	53
Application of Articles		53
Authentication of documents sent by Members by Electronic means		53
Authentication of document sent by the Secretary or Officers of the Company by Electronic means		54
Manner of signing		54
Saving provision		55

30	Transfer by way of continuation	55

31	Winding up	55
Distribution of assets in specie		55
No obligation to accept liability		56

32	Amendment of Memorandum and Articles	56
Power to change name or amend Memorandum		56
Power to amend these Articles		56

Method for giving notices	When taken to be given
(A) Personally	At the time and date of delivery
(B) By leaving it at the Member’s registered address	At the time and date it was left
(C) By posting it by prepaid post to the street or postal address of that recipient	48 hours after the date it was posted
(D) By Electronic Record (other than publication on a website), to recipient’s Electronic address	48 hours after the date it was sent
(E) By publication on a website	24 hours after the date on which the Member is deemed to have been notified of the publication of the notice or document on the website