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business may have been actually commenced or not, for so long as the Board may deem it expedient not to commence or proceed with such branch or kind of business.

5. None of the funds of the Bank shall be employed in the purchase of or in loans upon the security of its own shares.

Places of Business.

6. The Bank shall always be provided with some house or office in the Colony, which shall be its Head Office or principal place of business.

Bank not

to purchase or advance on its own shares.

Head Office to be in the. Colony.

Head Office.

7. The Head Office shall be at No. 1 Queen's Road Central, Victoria, in Situation of the Colony of Hongkong or at such other place in the Colony as the Board shall from time to time appoint.

8. The Bank, from time to time, may provide such houses or offices in places, whether in the Colony or elsewhere, in which its business shall be carried on, as the Board may, from time to time, think requisite for the business of the Bank, and for the residence of any of its Managers, Agents, Sub-agents, Officers, servants, or clerks or for other purposes of the Bank.

Increase of Capital.

9.-(1) Subject to the provisions of section 7 of the Ordinance the share- holders in general meeting may, from time to time, increase the capital by the creation of new shares of such amount as may be deemed expedient.

Provision of houses and

offices in

situable places.

Power to increase capital.

Terms and conditions

issue.

(2) The new shares shall be issued upon such terms and conditions, and with such rights and privileges annexed thereto, as the general meeting of new resolving upon the creation thereof shall direct, and if no direction be given, as the Board shall determine; and in particular such shares may be issued with a preferential or qualified right to dividends and in the distribution of the assets of the Bank, and with a special or without any right of voting.

(3) The shareholders in general meeting may, before the issue of any new shares, determine that the same, or any of them, shall be offered in the first instance, and either at par or at a premium, to all the then shareholders or any class thereof in proportion to the amount of the capital held by them, or make any other provisions as to the issue and allotment of the new shares; but, in default of any such determination, or so far as the same shall not extend, the new shares may be dealt with as if they formed part of the shares in the original capital.

When to be offered to existing shareholders.

How far new shares to rank as.

original

(4) Except so far as otherwise provided by the conditions of issue, or by these presents, any capital raised by the creation of new shares shall be con- sidered part of the original capital, and shall be subject to the provisions herein capital. contained with reference to the payment of calls and instalments, transfer and transmission, forfeiture, lien, voting, and otherwise.

Shares.-Miscellaneous provisions.

10.--(1) Every share shall be distinguished by its appropriate number.

(2) Every share shall be indivisible.

(3) No notice of any trust, express, implied, or constructive, shall be entered on any register, and the Bank shall be entitled to treat the registered holder of any share as the absolute owner thereof, and accordingly shall not except as ordered by a Court of Justice be bound to recognise any equitable. or other claim to or interest under such share on the part of any other person.

Numbering

of shares.

Share indivisible.

Trusts not recognized.

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