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52. If within half an hour from the time appointed for the meeting a quorum is not present, the meeting, if con- vened upon the requisition of members, shall be dissolved; in any other case it shall stand adjourned to the same day in the next week, at the same time and place, and, if at the adjourned meeting a quorum is not present within balf an hour from the time appointed for the meeting the members present shall be a quorum.
33. The chairman, if any, of the board of directors shall preside as chairman at every general meeting of the com- pany.
54. If there is no such chairman, or if at any meeting he is not prosent within fifteen minutes after the time appointed for holding the meeting or is unwilling to act as chairman, the members present shall choose some one of their number to be chainnan,
55. The chairman may, with the consent of any meeting at which a quorum is prosent (and shall if so directed by the meeting), adjourn the meeting from time to time and from place to place, but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place. When a meeting is adjourned for ten days or more, notice of the adjourned moering shall be given as in the case of na original meeting. Save as aforesaid it shall not be necessary to give any notice of au adjournment or of the business to be transacted at an adjourned meeting.
56. A suy general meeting a resolution put to the vote of the meeting shall be decided on a show of hands, unless a poll is (before or on the declaration of the result of the show of hands) demanded by at least three members, and, unless a poll is an demanded, a declaration by the chairman that a resolution has, on a show of hands, been carried, or carried unasimonsly, or by a particular majority, or lost, and an entry to that effect in the book of the proceedings of the company, shall be conclusive evidence of the fact, without proof of the number or proportion of the votes recorded in favour of, or against, that resolution.
57. If a poll is duly demanded it shall be taken in such manner as the chairman directs, and the result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.
68. In the case of an equality of votes, whether on a show of hands or on a poll, the chairman of the meeting at which the shows of hands rakes place or at which the poll is demanded, shall be entitled to a second or casting vote.
59. A poll demanded on the election of a chairman, or
on a question of adjournment, shall be taken forthwith.
A poll demanded on any other question shall be taken at such time as the chairman of the meeting directs.
Fotes of Members.
60. On a show of hands every member present in person shall have one vote. On a poll every member shall have
one vote for each share of which he is the holder,
61. In the case of joint holders the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders; and for this purpose seniority shall be determined by the order in which the names atand in the register of members.
62. A member of ausound wind, or in respect of whom an order has been made by any court having jurisdiction in lanacy, may vote whether on a show of hands or on a poll, by his committee, curator bonis, or other person in the nature of a committee or curatar bonis appointed by that court, and any such comminec, curator bonis, or other person may, or a poil, vote by proxy.
63. No member shall be entitled to vote at any general meeting unless all calls or other sums presently payable by him in respect of shares in the company have been paid.
64. On a poll votes may be given either personally or by proxy.
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65. The instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly authorised in writing, or, if the appointor is corporation, either under the cominon seal, or under the hand of an officer or attorney so authorised,
No person
shall act as a proxy unless either he is entitled on his own bebaf to be present and vote at the meeting at which he acts as proxy, or he has been appointed to net at that meeting as proxy for a corporation.
66. The instrument appointing a proxy and the power
of attorney or other authority, if any, nuder which it is signed or & notarially certified copy of that power or authority shall be deposited at the registered office of the company not less than forty-eight hours before the time for holding the meeting at which the person named in the instrument proposes to vote, und in default the instrument
of proxy shall not be treated as valid.
67. An instrument appointing a proxy may be in the following form, or in any other forin which the directora shall approve :----
"1
Company, Limited.
of
being a Company, Limited,
of
ILS
member of the hereby appoint my proxy to vote for me and on my behalf at the ordinary or extraordinary, us the case may be] general meeting of the company to be held ou the
day of
and at any adjournment thereof." Signed this
Directors.
day of
68. The number of the directors and the mumes of the first directors shall be determined in writing by a majority
of the subscribers of the memorandum of association.
69. The remuneration of the directors shall from time to time be determined by the company in general meeting,
70. The qualification of a director shall be the holding of at least one share in the company, and it shall be his duty to comply with the provisions of section 74 of the Companies Ordinance, 1911,
Porters and Duties of Directors.
71. The business of the company shall be managed by the directors, who way pay all expenses incurred in getting up and registering the company, and may exercise all such powers of the company as are not, by the Companies Ordinance, 1911, or any statutory modification thereof for the time being in force, or by these articles, required to be exercised by the company in general meeting, subject nevertheless to any regulation of rhese articles, to the provisions of the gaid Ordinance, and to such regulations, being not inconsistent with the aforesaid regulations or provisions, as may be prescribed by the company in general meeting; but no regulation made by the company in general meeting shall invalidate any prior act of the directors which would have been valid if that regulation had not beau inade.
72. The directors may from time to time appoint one or more of their body to the office of managing director or manager for sanh term, and at such remuneration (whether "by way of salary, or commission, or participation in profits, or partly in one way and partly in another) as they may think fit, and a director so appointed shall not, while holding that office, be subject to retirement by rotation, or taken into account in determining the rotation of retirement of directors; but his appointment shall be subject to determination pso facto if he ceases from any Cause to be a director, or if the company in general meeting resolve that his tenure of the office of managing director or manager be determined.
78. The amount for the time being remaining modis- charged of moneys borrowed or raised by the directors for the purposes of the company (otherwise than by the issue of share capital) shall not at any time excend the issued
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