1989 Ed.]
The Hongkong and Shanghai Bank Regulations
[CAP. 70
A 35
[Subsidiary]
Minutes of general meetings
83. Validity; presumptions as to regularity of proceedings;
status of resolutions etc. recorded in minutes;
inspection by shareholders
(1) The board shall cause minutes to be duly entered in books provided for the purpose of all resolutions and proceedings of general meetings, which minutes shall be signed by the chairman.
(2) The proceedings of any general meeting shall not be impeached by reason of such meeting or the business recorded or transacted thereat not having been notified or having been in any respect insufficiently or improperly notified to the shareholders, or by reason that any person present at such meeting or voting upon any question was not entitled to be present thereat or to vote thereon, or on any ground of objection to the constitution or mode of conducting such meeting or as to the irregularity or impropriety of any proceedings appearing upon such record.
(3) Every entry in the general meetings minute book, purporting to be the record of the proceedings of any general meeting and to be so signed, shall be acknowledged and received by and between the shareholders and their representatives as evidence that the proceedings so recorded did virtually take place at the meeting at which by such record they are stated to have taken place, and that the person or number of persons therein stated to have attended the meeting did in fact attend and were qualified and entitled to attend and act as shareholders thereat, and that the persons therein stated to have voted or whose votes are therein recorded as given upon any question were entitled to vote and did actually vote thereon and in the manner therein appearing: and that the person whose name appears on such record as being the chairman of the meeting, or the chairman of the meeting at which the record was signed, was qualified to preside and did duly preside as chairman thereat and duly subscribed the record.
(4) Every general meeting which, by any such record so entered and purporting to be so signed, is stated or appears to have been held shall, unless the contrary appears on the record, be treated and recognized by all the shareholders and their representatives as having been duly convened and held in accordance with these regulations, and the proceedings of every general meeting from time to time so recorded shall unless the contrary appears on the record be treated, recognized and acted on by all the shareholders and their representatives as having been regular and proper in all respects.
(5) Every order, motion or resolution which appears recorded as part of such proceedings, and notwithstanding it be impeachable on any ground whatever, shall so long as such order, motion or resolution subsists unrescinded
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