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Service of notices.
Notices by Shareholders.
Advertisement
Shareholders bound by notice given to previous Shareholders.
Service of notices, &c. at registered address of Shareholders.
Dissolution of Company.
On dissolution accounts to be made up.
Assets how divided.
Board may declare bad debts to be irrecoverable.
Investment and application of unclaimed dividends
NOTICES.
111. All notices or other documents required to be served by the Company upon any Shareholder may be served either personally, or by leaving the same for him at his registered address in the Colony, or by sending the same through the post in a letter addressed to him at such registered address, and every notice sent through the post shall be deemed to have been delivered to the Shareholder to whom the same shall be addressed on the day on which it ought to have been delivered in the ordinary course of post.
112. All notices to be given on the part of the Shareholders shall be left at the office of the Company or sent to the Secretary there through the post.
113. All notices required to be given by advertisement shall be advertised in at least one daily newspaper in the Colony for at least three consecutive days.
114. Every person who shall become entitled to any share shall be bound by any and every notice or other document which, previous to his name and address being entered upon the Shareholders' Register in respect of the share, shall have been given to the person from whom he derives his title.
115. When any notice or document is delivered or sent in accordance with these Articles at or to the registered address in the Colony of a Shareholder then, notwithstanding such Shareholder be then deceased, and whether or not the Company has notice of his decease, such service of the notice or other document shall, for all purposes of these Articles, be deemed service thereof on his heirs, executors and administrators and every of them.
DISSOLUTION OF THE COMPANY.
116. The Company shall not be dissolved except by a resolution proposing dissolution, to be passed at an extraordinary Meeting called expressly for the purpose, and carried by a majority of Shareholders representing either in person, or by proxy, at least three equal fourth parts of the Capital.
117. In case of the dissolution of the Company the Board shall with all convenient speed wind up and bring its accounts and affairs to a final close and settlement, and the powers of the Board shall, for the purposes of such winding up and settlement, but for no other purposes, continue.
118. Upon the dissolution and winding up of the Company the Shareholders shall be entitled to share in the assets of the Company, after payment and satisfaction of all debts and liabilities, in the following manner, that is to say: as to such portion of such assets as shall consist of, or represent, the original capital and the Reserve Fund, the same shall be divided amongst the Shareholders rateably according to the number of shares respectively held by them, and, as to such portions thereof as shall consist of profits, the same shall be divisible amongst the Shareholders by way of dividend rateably according to the number of shares respectively held by them.
119. In order to assist in such winding up, closing, and settlement of accounts as aforesaid, it shall be lawful for the Board to declare any bad or doubtful debts to be irrecoverable and to sell to any person, not being a member of the Board, any claims or demands upon the estates of bankrupts and other persons, or upon the assets of deceased persons, if any such claims or demands are not immediately recoverable.
120. Any unclaimed dividends shall be laid out and invested as the Board may think fit, and the moneys so invested, and the accumulations thereof, shall from time to time be paid to the persons entitled to the same; provided that no such claim shall be admitted after four years from the date of dissolution, and that all moneys to which no claim shall have been established within such period shall then be applied as part of the capital for the benefit of the Shareholders generally, and that the effluxion of the term of four years shall be an effectual bar against all persons afterwards claiming.
EVIDENCE.
121. On the trial or hearing of any action or suit brought by the Company against any Shareholder to recover any debt due for or in respect of any call, it shall be sufficient to prove that the name of the defendant is on the Shareholders' Register as a holder of the number of shares in respect of which such debt accrued, and it shall not be necessary to prove any other matter whatsoever, but proof of the matters aforesaid shall be conclusive evidence of the debt.
INDEMNITY TO OFFICERS.
Evidence in action for calls.
122. The Directors, Secretary, and other Officers for the time being of the Company shall be indemnified out of the funds of the Company against all costs, charges, losses, damages, and expenses which they shall respectively incur, or be put to, on account of any contract, act, deed, matter or thing which shall be made, done, entered into or executed by them respectively on behalf of the Company, and shall be reimbursed by the Company all reasonable expenses incurred by them in or about any legal proceedings or arbitrations on account of the Company, or otherwise in the execution of their respective offices, except such costs, losses and expenses as shall happen through their respective wilful neglect or default, and such persons shall not, nor shall they, be chargeable for any money which they or he shall not actually receive, nor be answerable for the act, receipt, neglect, or default of any other Officer, nor for any banker, broker, collector or other person with whom or into whose hands any property or moneys of the Company shall be deposited or come, nor for the insufficiency of any security upon which any of the moneys of the Company shall be invested, nor for any loss or damage which may happen in the execution of their or his office unless the same shall happen through their or his own wilful neglect or default.
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23
43
Service of notices.
Notices by Shareholders.
Advertisement
Shareholders bound by netice given to previous Shareholders.
Service of antices, &c. at
gistered address of Shareholders.
Dissolation of Company.
On dissolution accounts to he made up.
Assets how divided.
Board may
declare bad debts to be irrecoverable.
Investment and applica
tion of unclaimed
dividends
NOTICES.
111. All notices or other documents required to be served by the Com- pany upon any Shureholder may be served either personally, or by leaving the same for him at his registered address in the Colony, or by sending the same through the post in a letter addressed to him at such registered address, and every notice sent through the post shall be deemed to have been delivered to the Shareholder to whom the same shall be addressed on the day on which it ought to have been delivered in the ordinary course of post.
112. All notices to be given on the part of the Shareholders shall be left at the office of the Company or sent to the Secretary there through the post.
113. All notices required to be given by advertisement shall be advertised in at least one daily newspaper in the Colony for at least three consecutive days.
114. Every person who shall become entitled to any share shall be bound by any and every notice or other document which, previous to his name and address being entered upon the Shareholders' Register in respect of the share, shall have been given to the person from whom he derives his title.
115. When any notice or document is delivered or sent in accordance with these Articles at or to the registered address in the Colony of a Share- holder then, notwithstanding such Shareholder be then deceased, and whe- ther or not the Company has notice of his deccase, such service of the notice or other document shall, for all purposes of these Articles, be deemed service thereof on his heirs, executors and administrators and every of them.
DISSOLUTION OF THE COMPANY.
116. The Company shall not be dissolved except by a resolution pro- posing dissolution, to be passed at an extraordinary Mecting called expressly for the purpose, and carried by a majority of Shareholders representing either in person, or by proxy, at least three equal fourth parts of the Capital.
117. In case of the dissolution of the Company the Board shall with all convenient speed wind up and bring its accounts and affairs to a final close and settlement, and the powers of the Board shall, for the purposes of such winding up and settlement, but for no other purposes, continue.
118. Upon the dissolution and winding up of the Company the Share- holders shall be entitled to share in the assets of the Company, after payment and satisfaction of all debts and liabilities, in the following manner, that is to say: as to such portion of such assets as shall consist of, or represent, the original capital and the Reserve Fund, the same shall be divided amongst the Shareholders rateably according to the number of shares respectively held by them, and, as to such portions thereof as shall consist of profits, the same shall be divisable amongst the Shareholders by way of dividend rateably according to the number of shares respectively held by them.
119. In order to assist in such winding up, closing, and settlement of accounts as aforesaid, it shall be lawful for the Board to declare any bad or doubtful debts to be irrecoverable and to sell to any person, not being a member of the Board, any claims or demands upon the estates of bankrupts and other persons, or upon the assets of deceased persons, if any such claims or demands are not immediately recoverable.
120. Any unclaimed dividends shall be laid out and invested as the Board may think fit, and the moneys so invested, and the accumulations thereof, shall from time to time be paid to the persons entitled to the same; provided that no such claim shall be admitted after four years from the date of dissolution, and that all moneys to which no claim shall have
been established within such period shall then be applied as part of the capitul for the benefit of the Shareholders generally, and that the effluxion of the term of four years shall be an effectual bar against all persons afterwards claiming.
EVIDENCE.
121. On the trial or hearing of any action or suit brought by the Com- pany against any Shareholder to recover any debt due for or in respect of any call, it shall be sufficient to prove that the name of the defendant is on the Shareholders' Register as a hulder of the number of shares in respect of which such debt accrued, and it shall not be necessary to prove any other matter whatsoever, but proof of the matters aforesaid shall be conclusive evidence of the debt.
INDEMNITY TO OFFICERS.
Evidence in action for culis.
Lic.
122. The Directors, Secretary, and other Officers for the time being of the Indenuity to Directors Company shall be indemnified out of the funds of the Company against all costs, charges, losses, damages, and expenses which they shall respectively incur, or be put to, on account of any contract, act, deed, matter or thing which shall be made, done, entered into or executed by them respectively on behalf of the Company, and shall be reimbursed by the Company all reasonable ex- penses incurred by them in or about any legal proceedings or arbitrations on account of the Company, or otherwise in the execution of their respective offices, except such costs, losses and expenses as shall happen through their respective wilful neglect or default, and such persons shall not, nor shall them, be chargeable for any money which they or he shall not actually receive,
any nor be auswerable for the act, receipt, neglect, or default of any other Officer, nor for any banker, broker, collector or other person with whom or into whose hands any property or moneys of the Company shall be deposited or come, nor for the insufficiency of any security upon of the Company shall be invested, nor for any loss or damage which may hap- which any of the moneys pen in the execution of their or his office unless the same shall happen through their or his own wilful neglect or default.
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