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power to make calls), with power to sub-delegate, and may authorise the members for the time being of any such Committee as in (b) supra, or any of them, to fill up any vacancies therein, and to act notwithstanding vacancies; and any such appointment or delegation may be made on such terms and subject to such conditions as the Board may think fit; and the Board may at any time remove any member for the time being of any such Committee, and may annul or vary any such appointment or delegation, but no party dealing in good faith and without notice of such annulment or variation shall be affected thereby. (d) The provisions of Regulation 91 shall apply except as regards the holding of a share qualification mutatis mutandis to any member of any such Committee.
(e) The Board may, at any time, and from time to time, by power of attorney under seal, appoint any person to be the Attorney of the Bank, for such purposes and with such powers, authorities, and discretions (other than power to make calls), and for such period and subject to such conditions as the Board may from time to time think fit, and any such appointment may (if the Board think fit) be made in favour of any Director, or any one or more of the shareholders, or any member of any such Committee so constituted or established as aforesaid, or in favour of any company, or of the members, directors, nominees, or managers of any company or firm, or otherwise in favour of any fluctuating body of persons, whether nominated directly or indirectly by the Board, and any such power of at- torney may contain such powers for the protection or con- venience of persons dealing with such Attorney as the Board may think fit.
(f) Any such Attorney as aforesaid may be authorised by the Board to sub-delegate all or any of the powers, authorities, and dis- cretions for the time being vested in him.
The Common Seal.
122. The Directors and any authorized officers of the Bank shall after the commencement of the Ordinance subject to the provisions of Regulation 123 (3) continue to use the same common seal as before the commencement of the Ordinance.
Application of Regula- tion 91.
Powers of Attorney.
Sub-delega- tion.
The com-
mon seal.
common seal.
123.--(1) The common seal shall be under the charge of the Board which Custody of may from time to time give such directions as it may think fit for the custody and use thereof.
(2) All deeds or instruments requiring the common seal of the Bank shall be signed by one Director and countersigned by the Chief Manager.
(3) The common seal may, from time to time, be altered, broken or destroyed, and a new seal substituted by the Board as it may think fit.
The Official Seal.
124. --(1) The Bank shall have for use in London and if the Board may consider expedient, at any other of its establishments, an official seal, which shall be a facsimile of the common seal, with the addition on its face of the word "London" or the name of the territory, district, or place, as the case may be, where it is to be used.
(2) The Bank may by writing under its common seal authorise the Manager, Agent, or any other person in London and in Shanghai respectively, and in any other place where such establishment as aforesaid is situate, to affix the seal authorised to be used at such establishment to any deed or other document to which the Bank is party.
Execution
of documents under com- mon seal.
Change of seal.
Official Seal
for use in London
etc.