Exhibit 1.1
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Adopted pursuant to shareholder resolutions dated 14 December, 2021
The Companies (Guernsey) Law, 2008 (as amended)
Non-Cellular Company Limited by Shares
AMENDED AND RESTATED
MEMORANDUM OF INCORPORATION
OF
SUPER GROUP (SGHC) LIMITED
The Companies (Guernsey) Law, 2008 (as amended)
Non-Cellular Company Limited by Shares
Amended and Restated
Memorandum of Incorporation
of
Super Group (SGHC) Limited
| 1. | The Company’s name is “Super Group (SGHC) Limited” |
| 2. | The Company’s registered office will be situated in Guernsey. |
| 3. | The Company is a non-cellular company within the meaning of section 2(1)(c) of the Companies (Guernsey) Law, 2008 (as amended) (the “Law”). |
| 4. | The Company is limited by shares within the meaning of Section 2(2)(a)(i) of the Law. |
| 5. | The liability of the shareholders is limited to the amount for the time being remaining unpaid on the shares held by each of them respectively. |
| 6. | The Company shall have power by special resolution to make provision in this memorandum of incorporation for any matter mentioned in section 15(7) of the Law. |
| 7. | The Company shall have power by special resolution to alter any provision in this memorandum of incorporation for any matter mentioned in section 15(7) of the Law. |
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