54
26
27
55
Capitalisa-
tion of
profits.
Disposition of profits.
Declaration of divid- ends.
Bonus to employees.
Propor- tionate dividend.
Interim dividend.
(3) The authority of any such Manager, Agent, or other person shall, as between the Bank and any person dealing with such Manager, Agent or other person, continue during the period, if any, mentioned in the instrument conferring the authority or if no period is there mentioned then until notice of the revocation or determination of the authority of the Manager, Agent, or other person has been given to the person dealing with him.
(4) The person affixing any such official seal shall, by writing under his hand on the deed or other document to which such seal is affixed, certify the date and place of affixing the same.
(5) A deed or other instrument to which an official seal is duly affixed shall bind the Bank and have the same effect as if it had been sealed with the common seal,
Capitalisation of undivided profits.
125. (a) The shareholders in general meeting may at any time pass a resolution to the effect that it is desirable to capitalise any sum or sums of money being part of the undivided profits of the Bank standing to the credit of the Bank's reserve fund or funds, and accordingly that such sum or sums be distributed as a bonus among the shareholders in proportion to the shares held by them respectively, and that the Board be authorised to distribute among the shareholders any unissued shares or new shares in like proportions.
(b) When any such resolution has been passed, the Court may allot and issue to shareholders, as nearly as may be in proportion to the shares held by them respectively, and in satisfaction of the said bonus, the unissued shares or new shares credited as paid up shares to the extent of the proportionate amount payable to such shareholders in pursuance of the said resolution, with full power to make such provisions by the issue of fractional certificates or otherwise as they may think expedient for the case of fractions, and prior to such allotment the Board may authorise any person on behalf of the share- holders to enter into any agreement with the Bank providing for the allotment to them of such shares credited as paid up shares as aforesaid, and in satis- faction as aforesaid, and any agreement made under such authority shall be effective.
Dividends.
126. Subject to the provisions of these Regulations and to the rights of holders of shares issued upon special conditions, and to any arrangement that may be made by the shareholders to the contrary, and subject as to shares not fully paid to any special arrangement made as regards money paid in advance of calls, the profits of the Bank for the time being available for dividend, which it shall from time to time be determined to divide in respect of any year, shall be divided among the shareholders in proportion to the capital paid or credited on the shares held by them respectively.
127. The Board may, with the sanction of the shareholders in general meeting, declare a dividend to be paid to the shareholders according to their rights and interest in the profits and may fix the time for payment, and may with the like sanction declare and pay a dividend out of any reserve fund and fix the time for payment thereof, and may with the like sanction declare bonuses to the Bank's employees or any of them; provided always that if shares shall have been issued during the course of a financial year the holder thereof shall, subject to any arrangement made by the Board to the contrary, only be entitled to have paid to him in respect of dividends on such shares a propor- tionate part of the dividends for such financial year calculated on the propor- tionate part of the year from the dates on which the calls on such shares were payable, treating such dividends as earned rateably over the whole year or other financial period to which the dividend relates. The Board may from time to time pay to the shareholders such interim dividend as in their judgment the position of the Bank justifies.
in advance.
128. Where capital is paid up in advance of calls upon the footing that Capital pard the same shall carry interest, such capital shall not, whilst carrying interest. confer a right to participate in the profits.
129. No dividend shall be payable except out of the profits of the Bank, and the declaration of the Board as to the amount available for dividend shall
Dividends
to be paid out of pro-
powers of Board.
be conclusive. Provision for any loss realised or estimated or apprehended fits. Special may, if any when thought fit, be spread over such period of time and by such instalments as the Board may think fit.
130. No larger dividend shall be declared than is recommended by the Board, but the shareholders in General Meeting may declare a smaller dividend or bonus.
131. No dividend shall bear interest against the Bank.
132. The Directors may retain any dividends upon which the Bank has a lien, and may apply the same in or towards satisfaction of the debts, liabilities, or engagements in respect of which the lien exsits.
133. A transfer of shares shall not pass the right to any dividend declared thereon before the registration of the transfer.
134. The Directors may retain any dividend payable upon shares in respect of which any person is under the transmission clause entitled to become a shareholder, or which any person under that clause is entitled to transfer, until such person shall become a shareholder in respect thereof or shall duly transfer the same.
135. Dividends may be paid in such currency and at such rate of exchange as the Board may determine.
136. Any one of several persons who are registered as the joint holders of shares may give effectual receipts for all dividends and payments on account of dividends in respect of such shares.
any
Restriction
of
on amount
dividends.
Dividend not to carry
interest.
Debts may
be deducted.
Effect of transfer.
Retention of dividend in certain cases.
Currency and rate of oxchange of dividends.
Payments to ioint holders.
post.
137. Unless otherwise directed by the Board any dividend may be paid Payment by by cheque or warrant sent through the post to the registered address of the shareholder entitled, or in case of joint holders to the registered address of that one whose name stands first on the shareholders' register in respect of the joint holding, and every cheque or warrant so sent shall be made payable to the order of the person to whom it is sent, and the payment of any such cheque or warrant shall operate as a good discharge to the Bank in respect of the dividend represented thereby, notwithstanding that it may subsequently appear that the same has been stolen, or that the indorsement thereon has been forged.
138. All dividends unclaimed for one year after having been declared may be invested or otherwise made use of by the Board for the benefit of the Bank until claimed, and all dividends unclaimed for six years after having been declared may be forfeited by the Board for the benefit of the Bank.
Accounts.
139. The Directors shall cause true accounts to be kept of the sums of money received and expended by the Bank and of the matters in respect of which such receipt and expenditure takes place, and of the assets, credits and liabilities of the Bank and of all other matters necessary for shewing the true state and condition of the Bank.
Unclaimed dividends.
Accounts to be kept.
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