THE COMPANIES LAW
EXEMPTED COMPANY LIMITED BY SHARES
THIRD AMENDED AND RESTATED
MEMORANDUM OF ASSOCIATION
MINDRAY MEDICAL INTERNATIONAL LIMITED
(Adopted by special resolution passed on September 1, 2006)
1. The name of the Company is Mindray Medical International Limited.
2. The Registered Office of the Company shall be at the offices of Codan Trust Company (Cayman) Limited,
Century Yard, Cricket Square, Hutchins Drive, P.O. Box 2681 GT, George Town, Grand Cayman, British West
3. Subject to the following provisions of this Memorandum, the objects for which the Company is established are
4. Subject to the following provisions of this Memorandum, the Company shall have and be capable of exercising
all the functions of a natural person of full capacity irrespective of any question of corporate benefit, as provided
by Section 27(2) of The Companies Law.
5. Nothing in this Memorandum shall permit the Company to carry on a business for which a licence is required
under the laws of the Cayman Islands unless duly licensed.
6. The Company shall not trade in the Cayman Islands with any person, firm or corporation except in furtherance
of the business of the Company carried on outside the Cayman Islands; provided that nothing in this clause shall
be construed as to prevent the Company effecting and concluding contracts in the Cayman Islands, and
exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the
7. The liability of each member is limited to the amount from time to time unpaid on such member's shares.
8. The share capital of the Company is HK$6,000,000 divided into 6,000,000,000 shares of a nominal or par
value of HK$0.001 each with such rights and restrictions attached thereto as set out in the third amended and
restated Articles of Association.
9. The Company may exercise the power contained in the Companies Law to deregister in the Cayman Islands
and be registered by w