CAP. 70]

The Hongkong and Shanghai Bank Regulations

[1989 Ed.

[Subsidiary]

present within 10 minutes after the time appointed for holding the meeting, the directors present shall elect one of their members to be chairman of such meeting, and the director so elected shall preside at such meeting accordingly.

(L.N. 61 of 1969)

104. Powers of quorum

Any meeting of the board at which a quorum is present shall (subject to the provisions of regulation 87) be competent to exercise all or any of the authorities, powers and discretions for the time being vested in or exercisable by the board.

105. Delegation of powers by board

The board may from time to time delegate all or any of its powers except the power to make calls on shareholders to a committee or committees of the board consisting of such member or members of its body as it thinks fit and may from time to time revoke such delegation or revoke the appointment of and discharge any such committee either wholly or in part and either as to persons or purposes, and may authorize any such committee to use the common seal. Any committee so formed shall in the exercise of the powers so delegated conform to any instructions that may from time to time be given to it by the board.

106. Proceedings of committee

The meetings and proceedings of any such committee shall be governed by the provisions contained in these regulations for regulating the meetings and proceedings of the board so far as the same are applicable thereto and are not superseded by any instructions given by the board under regulation 105.

107. Acts of directors or committee valid notwithstanding defective appointment

All acts done at any meeting of the board, or of a committee of the board, or by any person acting as a director or member of a committee, shall, notwithstanding that it may afterwards be discovered that there was some defect in the appointment of any such director or person acting as aforesaid or that he was or all such directors or persons were disqualified, be as valid as if every such director or person had been duly appointed and was qualified to be a director or member of such committee.

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