1989 Ed.]

The Hongkong and Shanghai Bank Regulations

[CAP. 70

A 37

[Subsidiary]

shareholders. Such persons so appointed as directors may act until the conclusion of such annual general meeting and shall be eligible for re-election at such meeting.

(8 of 1946 s. 2; L.N. 61 of 1969; L.N. 86 of 1974; L.N. 157 of 1987)

88. Remuneration of directors

The board shall be paid out of the funds of the bank in each year by way of remuneration for its services such sum as a general meeting may from time to time determine, and such remuneration (subject to any special directions of a general meeting) shall be divided among the directors in such proportions and in such manner as they may from time to time determine.

(8 of 1946 s. 2)

89. When office of director is vacated

The office of director shall ipso facto be vacated by any person-

(a) if he becomes bankrupt or has a receiving order made against him or suspends payment or compounds with his creditors;

(b) if he becomes a lunatic or of unsound mind, or if all the other directors unanimously resolve that he is physically or mentally incapable of performing the functions of a director;

(c) (Repealed L.N. 86 of 1974)

(d) if he has absented himself (such absence not being with leave from the board or on the affairs of the bank) from the meetings of the board for three months in succession and the board has resolved that his office be vacated;

(e) if he resigns his office by notice in writing to the bank delivered to its head office; (L.N. 334 of 1989)

(f) if he or his firm or any partner therein or representative thereof acts (otherwise than with the consent of the board) either directly or indirectly as a director, managing director, manager or partner of any corporation, company, partnership or body of persons other than a subsidiary of the bank carrying on business which competes with that carried on by the bank. Such consent must be evidenced by writing signed by the chairman pursuant to a resolution of the board and may be at any time withdrawn by the board without previous notice; (L.N. 61 of 1969)

(g) by the passing of a special resolution for his removal under regulation 96; (8 of 1946 s. 2; L.N. 157 of 1987)

(h) at the annual general meeting next after he attains the age of 65 years unless special notice of a resolution proposing his

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