held by them. Subscribers to new shares, not fully paid up, shall, in addition to the amount paid thereon, be liable to the amount remaining unpaid thereon.
CAPITAL AND SHARES
5.-If owing to the state of its business an increase or reduction of the capital of the Bank be deemed expedient, such increase or reduction may be effected by a Special Resolution passed at a General Meeting of Shareholders and sanctioned by the Minister of State for Finance, and such increase or reduction shall be apportioned among the Shareholders according to the shares held. In case of increase, however, new Shareholders may be invited to subscribe.
6.-Any Japanese subject may own shares of the Bank and may become a Shareholder thereof.
7.-In case a single share is owned by two or more persons, one of their number shall be named as the representative Shareholder thereof.
8.-In case shares are owned by corporations, firms, or other artificial bodies, one of the members of such body shall be appointed as its representative and such body shall be bound by the acts or omissions of such representative.
9.-The shares of the Bank shall be represented by certificates bearing the names of their holders.
10.-The share certificates of the Bank shall bear on the face thereof amount subscribed; date of issue; registered number; the name of the Bank; the name of the holders; the seals of the President and Manager of the Bank.
11.-The Bank shall keep a Register of its shares, and the following particulars shall be entered therein:
(1) The names and addresses and the occupations of the Shareholders and the names of the Prefectures to which they belong.
(2) The registered number of the certificates and number of shares held by each Shareholder.
(3) The date when each Shareholder subscribed or became a shareholder by purchase or other mode of transfer.
12.-The sanction of the Bank shall be requisite to every transfer of shares. Such sanction may be obtained by presenting share certificates endorsed with the signatures and seals of the transferors and transferees accompanied by a written declaration of transfer. In case of transmission, by death, the endorsement of the signature and seal of the successor, accompanied by a declaration certifying the fact of such death and succession given by at least two relatives of the deceased, and also by a copy of the family register, shall be necessary; but if there are no relatives, such declaration may be given by any two persons acquainted with the facts. Any person requiring the registration of transfers of shares shall pay fees fixed by the Bank.
13.-When the transfer of shares is sanctioned by the Bank, the President and Manager thereof shall affix their signatures and seals on the share certificates and enter such transfer in the Register of shares.
14.-No transfer shall be recognised by the Bank unless the steps prescribed in Articles 12 and 13 hereof are observed.
15.-Upon due advertisement being published, the registration of transfers of shares may be stopped for a period not exceeding fifteen days, prior to the taking of the half-yearly accounts, or when an increase or reduction of the Capital is to be effected, or when any other similar cause necessitates the temporary closure of the Register of Shares.
16.-In the event of the loss of share certificates the holders may apply for new certificates by presenting declaration of such loss. Such declarations must be endorsed by two or more sureties who are acceptable to the Bank. In every such case the Bank shall notify the fact of such loss in newspapers for the period of one week, and shall issue new certificates if the lost certificates are not found within the period of three months from the date of such notification.
HEAD OFFICE, BRANCH OFFICES, AND AGENCIES
17.-The Head Office of the Bank shall be situated in Yokohama, Kanagawa Ken, and Branch Offices shall be maintained in Kobe, Hiogo Ken; in London, England, and in such other places as may hereafter be designated at any General Meeting of Shareholders.
18.-Agencies of the Bank shall be established in New York and San Francisco, United States of America; in Lyons, France, and in such other places as may be designated by the Board of Directors.
19.-Branches and Agencies, established as aforesaid, may be closed or removed. In the case of Branches, by a Resolution of any General Meeting of Shareholders; in the case of Agencies, by a Resolution of the Board of Directors.
PRESIDENT AND DIRECTORS
20.-The number of Directors shall not be less than five, nor more than eight. They shall be elected at the Ordinary General Meetings of Shareholders from among Shareholders holding not less than fifty shares, and their election shall be sanctioned by the Minister of State for Finance. Their term of office shall be for one year, and they shall be eligible for re-election at the expiration of their term of office. They shall, during their term of office, keep on deposit with the Bank fifty shares owned by them as security for the faithful performance of their duty. The shares thus deposited shall
Page 3[ 2 ]
held by them. Subscribers to new shares, not fully paid up, shall, in addition to the amount paid thereon, be liable to the amount remaining unpaid thereon.
CAPITAL AND SHARES.
5.-If owing to the state of its business an increase or reduction of the capital of the Bauk be deemed expedient, such increase or reduction may be effected by a Special Resolution passed at a General Meeting of Shareholders and sauctioned by the Minister of State for Finance, and such increase or reduction shall be apportioned among the Shareholders according to the shares held. In case of increase, however, new Shareholders may be invited to subscribe.
6-Any Japanese subject may own shares of the Bank and may become a Share- holder thereof.
7.In case a single share is owned by two or more persons, one of their number shall be named as the representative Shareholder thereof.
8. In case shares are owned by corporations, firms, or other artificial bodies, one of the members of such body shall be appointed as its representative and such body shall be bound by the acts or omissions of such representative.
9.-The shares of the Bank shall be represented by certificates bearing the names
of their holders.
10.The share certificates of the Bank shall bear on the face thereof amount subscribed; date of issue; registered number; the name of the Bank; the name of the holders; the seals of the President and Manager of the Bank.
11. The Bank shall keep a Register of its shares, and the following particulars shall be entered therein:
(1) The names and addresses and the occupations of the Shareholders and the
names of the Prefectures to which they belong.
(2.) The registered number of the certificates and number of shares held by each
Shareholder,
(3.) The date when each Shareholder subscribed or became a shareholder by
purchase or other mode of transfer.
12. The sanction of the Bank shall be requisite to every transfer of shares. Such sanction may be obtained by presenting share certificates endorsed with the signatures and seals of the transferors and transferees accompanied by a written
[ 3 ]
declaration of transfer. In case of transmission, by death, the endorsement of the signature and seal of the successor, accompanied by a declaration certifying the fact of such death and succession given by at least two relatives of the deceased, and also by a copy of the family register, shall be necessary; but if there are no rela- tives, such declaration may be given by any two persons acquainted with the facts. Any person requiring the registration of transfers of shares shall pay fees fixed by the Bank. 13. When the transfer of shares is sanctioned by the Bank, the President and Manager thereof shall affix their signatures and seals on the share certificates and enter such transfer in the Register of shares.
14. No transfer shall be recognised by the Bank unless the steps prescribed in Articles 12 and 13 hereof are observed.
15.-Upou due advertisement being published, the registration of transfers of shares may be stopped for a period not exceeding fifteen days, prior to the taking of the half-yearly accounts, or when an increase or reduction of the Capital is to be effected, or when any other similar cause necessitates the temporary closure of the Register of Shares.
16. In the event of the loss of share certificates the holders may apply for new certificates by presenting declaration of such loss. Such declarations must be endors- ed by two or more sureties who are acceptable to the Bank. In every such case the Bank shall notify the fact of such loss in newspapers for the period of one week, and shall issue new certificates if the lost certificates are not found within the period of three months from the date of such notification.
HEAD OFFICE, BRANCH OFFICES, AND AGENCIES. 17-The Head Office of the Bank shall be situated in Yokohama, Kanagawa Ken, and Branch Offices shall be maintained in Kobe, Hiogo Ken; in London, England, and in such other places as may hereafter be designated at any General Meeting of Share- holders.
18.-Agencies of the Bank shall be established in New York and Sau Francisco, United States of America; in Lyons, France, and in such other places as may be de- signated by the Board of Directors.
19.-Branches and Agencies, established as aforesaid, may be closed or removed. In the case of Branches, by a Resolution of any General Meeting of Shareholders; in the case of Agencies, by a Resolution of the Board of Directors.
PRESIDENT AND DIRECTORS.
20-The number of Directors shall not be less than five, nor more than eight. They shall be elected at the Ordinary General Meetings of Shareholders from among Shareholders holding not less than fifty shares, and their election shall be sanctioned by the Minister of State for Finance. Their term of office shall be for one year, and they shall be eligible for re-election at the expiration of their termn of office. They shall, during their term of office, keep on deposit with the Bank fifty shares owned by them as security for the faithful performance of their duty. The shares thus deposited shall
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