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Power to increase capital.
Terms and conditions of new issue.
When to be offered to existing shareholders.
How far new shares
to rank as original capital.
Numbering of shares.
Share
ir divisible
Trusts not recognized.
Title by registration.
Claimant
barred foar years after
death or incapacity, urless infant.
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Increase of Capital.
9. (1) Subject to the provisions of section 7 of the Ordinance the shareholders in general meeting may, from time to time, increase the capital by the creation of new shares of such amount as may be deemed expedient.
(2) The new shares shall be issued upon such terms and conditions, and with such rights and privileges annexed thereto, as the general meet- ing resolving upon the creation thereof shall direct, and if no direction be given, as the Board shall determine; and in particular such shares may be issued with a preferential or qualified right to dividends and in the dis- tribution of the assets of the Bank, and with a special or without any right of voting.
(3) The shareholders in general meeting may, before the issue of any new shares, determine that the same, or any of them, shall be offered in the first instance, and either at par or at a premium, to all the then shareholders or any class thereof in proportion to the amount of the capital held by them, or make any other provisions as to the issue and allotment of the new shares; but, in default of any such determination, or so far as the same shall not extend, the new shares may be dealt with as if they formed part of the shares in the original capital.
(4) Except so far as otherwise provided by the conditions of issue, or by these presents, any capital raised by the creation of new shares shall be considered part of the original capital, and shall be subject to the provi- sions herein contained with reference to the payment of calls and instal- ments, transfer and transmission, forfeiture, lien, voting, and otherwise.
ber.
Shares. Miscellaneous provisions.
10. (1) Every share shall be distinguished by its appropriate num-
(2) Every share shall be indivisible.
(3) No notice of any trust, express, implied, or constructive, shall be entered on any register, and the Bank shall be entitled to treat the regis- tered holder of any share as the absolute owner thereof, and accordingly shall not except as ordered by a Court of Justice be bound to recognise any equitable or other claim to or interest under such share on the part of any other person.
(4) Subject to the provisions of these regulations as to joint holders, every person, from time to time entered in the register of shareholders as the holder of any share, shall unless and until his share be by operation of law or otherwise vested in some other person and unless and until the title of such other person is proved and established to the satisfaction of the Board under Regulation 51, be recognised and treated by the Bank as the sole lawful and rightful owner and holder of such share, and any other per- son entitled to or claiming to be owner or holder of such share, or to be entered as the holder thereof, shall not have any claim against the Bank in respect thereof, but shall claim only against the person so entered and his representative.
(5) If any shareholder die or become an incapacitated shareholder, and any share of such deceased or incapacitated shareholder be not within four years after the decease or incapacity of the shareholder claimed by a lawful claimant of the share, so as to entitle him to be entered according to these presents in the register of shareholders as the holder of the share, then the share and all dividends accruing thereon after the decease or in- capacity of the deceased or incapacitated shareholder, and all other rights and interests in respect of the share as from such decease or incapacity, shall be liable to forfeiture for the benefit of the Bank, and the same may be declared by the Board to be forfeited accordingly. Provided that this subsection shall not apply to the case of an infant shareholder, while he is an infant.
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Certificates for Shares.
11. The certificates of title to shares on the principal register shall be Certificates of shares on under the common seal and shall be signed by one Director and counter.
principal signed by the Chief Manager. Such Certificates shall unless and until register. otherwise prescribed by the Board be in the form in Appendix I to these Regulations or to the like effect.
of shares on local
12. The certificates of title to shares on any local register shall be Certificates under the seal of the establishment which keeps such local register and shall be signed by the Manager of such establishment and be in such form register. as the Board from time to time approves.
right to
13. (1) Subject to the provisions of Regulation 15, every shareholder Shareholders shall be entitled to a certificate in respect of each share registered in his
name.
(2) Any such certificate shall be prima facie evidence of the title of the shareholder to such share.
on.
there-
certificate.
Certificate is prima facie evidence of title.
certificate to specify
14. Every certificate shall specify the number and denoting numbers Every of the shares in respect of which it is issued and the amount paid up
A shareholder requiring more than one certificate in respect of his shares shall pay two dollars, or its equivalent in local currency, or such less sum as the Board may determine for each additional certificate beyond one. He shall also pay any stamp duty that may be payable in respect of adu his share certificate or certificates.
number and denoting shares.
numbers of
stamp duty.
To which of joint holders
15. Any certificate for shares registered in the names of two or more persons shall be delivered to that one of such persons who is first named on the register, provided that in the case of joint holders the Bank shall certificate not be bound to issue more than one certificate to all the joint holders, and that delivery of such certificate to any one of them shall be sufficient delivery to all.
to be issued
worn out
16. (1) If any certificate be worn out, or defaced, or damaged, Renewal of then, upon production and surrender thereof to the Board, the Board may damaged order the same to be cancelled, and may issue a new certificate in lieu there- lost or of to the person entitled thereto.
(2) If any certificate be lost or destroyed. then upon proof thereof to the satisfaction of the Board, and upon such indemnity as the Board may deem adequate being given, and upon such advertisements being inserted as the Board may require, and upon payment by the shareholder of all costs incurred including all expenses incident to the investigation of evidence of loss and to such indemnity and to such advertisements as aforesaid, and generally upon such terms as the Board may require, a new certificate in lieu thereof shall be given to the person entitled to such lost or destroyed certificate.
17. Where a share is forfeited and the certificate thereof is not deli- vered up to the Bank, the Board may issue a new certificate of the share, distinguishing it as they think fit from the certificate so not delivered
destroyed certificate
New
certificate
where share
up.
forfeited,
new
18. For every certificate issued under the regulations there shall be Fee for paid to the Bank the sum of two dollars, or its equivalent in local currency, certificate. or such less sum as the Board may determine, together with any stamp duty that may be payable in respect of any such share certificate.
No share-
holder to
than 2.000
hold more
19. No person shall be entitled at any one time to be registered as the holder of or be interested in equity in more than two thousand shares in the Bank without the sanction of the Board, and the Board may at any time require from any shareholder a statutory declaration that this regu- shares. lation has been complied with.
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