14
(0) "Ordinary Resolution" menus a resolution of a
simple majority of shareholders at a general meeting.
(p) "Person" includes a firm, company
poration.
(g) "Regulations
or cor-
means the regulations of the Bank for the time being in force.
"
(+) "Share meaus share in the share capital of the
Bank.
(s) "Shareholder" or "holder of a share" or "holder of any share" means every person whose name is entered in any register of shareholders of the Bank as a bolder of any share or shares.
() "Supreme Court" means the Supreme Court of the Colony and includes any judge or judges thereof, sitting either together or separately, in court or in chambers.
Incorpora- tion.
3. The Bank shall continue to be and shall remain incorporated but there shall from henceforth be uo limit whatever to the duration of the period of its incorpora- tion.
New regula- tions of the Bank.
4. (1) The regulations contained in the Schedule are hereby substituted for and shall replace the Deed of Settle- ment dated the 20th day of July, 1867, and all the articles contained therein and any amendments thereof, and shall be for all purposes the regulations of the Bank, and this Ordinance and the regulations shall be binding in all and regula-
respects upon the Bank and upon all persons whatsoever, tions binding whether shareholders or not, and shall regulate the rights on all persons. and liabilities of all the above persons inter se, their heirs,
executors, administrators, assigns or successors.
Ordinance
Power to amend regulations
Proof of
regulations.
Objects of the Bank and
business.
(2) At any time and from time to time it shall be law- ful for the shareholders by special resolution to amend the provisions of the regulations, or any of them, provided that no such amendment shall be valid or have any force or effect until the same shall have been approved by the Governor and published in the Gazette. Any such power to ameud as aforesaid includes the power to amend, vary, rescind, revoke or suspend any regulation or any part thereof and the power to make any new regulation.
(3) A copy of the regulations and of any such special resolution to amend, purporting to be certified by the Colonial Secretary to be a correct copy, shall be received in all courts of justice, and for all purposes, as valid and sufficient evidence of the contents of the regulations and of the fact that such regulations have been duly approved and published in the Gazette,
5.—(1) The objects of the Bank shall be the carrying on the business of banking and as ancillary thereto the conduct of its other businesses and objects set forth and courained in regulation No. 3 of the regulations, under the management of the Directors, and the Bank shall be at liberty to con- tinue, commence, carry on and effect all or any of its objects at any of its establishments, that is to say, at its Head Office and also at its present branches, agencies and sub-agencies and also at any additional branches, agencies and sub-agencies whether in the Colony or elsewhere which may hereafter be established with the consent of the Commissioners for the time being of His Majesty's Treasury (such consent being signified in writing under the hands of the said Commissioners or of any two of them). Provided that the business of the Bank's branches, agen- cies and sub-agencies shall conform to the laws relating to banking whether passed before or after the date of this Ordinance in any of the territories in which the powers hereby conferred are exercised.
(2) The Bank sball have power to close any of its Power to close establishments.
establish-
ments..
6. It shall be lawful for the Bank to sell, dispose of and Power to sell convert into money any real or personal property of and convert whatever description, mortgaged, charged, pledged, or property hypothecated to the Bank or taken by it in satisfaction, security. liquidation or payment of any debt or liability.
taken as
7. The capital of the Bank is 20,000,000 dollars, divided Present into 160,000 shares of $125 each, all of which are fully capital. paid up at the commencement of this Ordinance. The Increase of capital may, with the consent of the Goveruor previously capital. obtained and notified in the Gazette, from time to time be increased by ordinary resolution, of which notice has been duly given, passed at a general meeting, to a total umount
not exceeding the sum of 50,000,000 dollars.
8. The sbareholders in general meeting shall, in Alteration of addition to the power hereinbefore conferred of increasing capital. the capital of the Bank, have power by ordinary resolu-
tion :-
(a) to consolidate and divide all or any of the capital of the Bank into shares of larger nominal amount than its existing shares:
(b) to sub-divide its shares, or any of them, into shares of smaller amount than is fixed by this Ordinance or by the regulations, so, however, that in the sub-division the proportion between the amount paid and the amount, if any, unpaid on each reduced share shall be the same as it was in the case of the share from which the reduced share is derived: and
(c) to cancel shares which, at the date of the pass- ing of the resolution in that behalf, have not heen taken or agreed to be taken by any person, and to diminish the amount of its capital by the amount of the shares so cancelled, and a cancella- tion of shares in pursuance of this section shall not be deemed to be a reduction of capital.
9.-(1) The shareholders may, subject to the prior Reorganisa- approval of the Governor, by special resolution reorganise tion of the capital, whether by the consolidation of shares of capital. different classes or by the division of the shares into shinres
of different classes:
Provided that no preference or special privilege attached to or belonging to any class of shares shall be interfered with except by a resolution passed by a majority in mumber of shareholders of that class holding three-fourths of the share capital of that class and confirmed at a meeting of shareholders of that class in the same manner as a special resolution of the Bank is required to be confirmed, and every resolution so passed shall bind all shareholders of the class.
(2) A copy of any such resolution shall be filed with the Colonial Secretary within seven days after the passing of the same or within such further time as the Governor may allow, and the resolution shall not take effect until such copy has been so filed.
10. Until and including the 12th day of July 1939 Power to it shall be lawful for the Bank to make, issue, and issue bearer circulate notes of the Bank payable to hearer on demand
at the place of issue and in coin lawfully current at such place, and to re-issue the notes from the place at which the same were originally issued. After that date the Bank shall cease to make issue or reisane notes but shall redeem any notes which it shall have previously issued or reissued. The number of notes of a lower denomination than 5 dollars issued by the Bank shall be limited to such number as may from time to time be authorized by the Secretary
of State.
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