CO129-520-7 Public Utility companies- acquisition by foreign groups 4-12-1929 - 26-1-1930 — Page 63

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Any altera- tion of capital to be made according to the Ordinances.

Sub-division

into pre- ferred and ordinary shares.

Rights and privileges of any

class of Shares.

Company may cancel

shares not taken up.

Power to modify rights.

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24. Anything done in pursuance of the last preced- ing article shall be done in manner provided by the Ordinances so far as they shall be applicable; and so far as they shall not be applicable, in accordance with the terms of the special resolution authorising the same; and so far as such resolution shall not be applicable, in such manner as the directors deem most expedient.

25. The Special Resolution whereby any share is sub-divided may determine that as between the holders of the shares resulting from such sub-division, one or more of such shares shall have some preference or special advantage as regards dividend, capital, voting or otherwise over or as compared with the others or other.

26. All or any of the rights and privileges belong- ing to any class of shares may be affected, altered, modi- fied or dealt with in any manner with the sanction of a Special Resolution.

27. The Company may by ordinary resolution cancel any shares which at the date of the passing of such resolution have not been taken or agreed to be taken by any person, and diminish the amount of its share capital by the amount of the shares so cancelled.

Modification of Rights.

28. Whenever the Capital, by reason of the issue of preference shares or otherwise, is divided into different classes of shares, all or any of the rights and privileges attached to each class may be modified, commuted, affected, abrogated or dealt with by agreement between the Company and any person purporting to contract on behalf of that class, provided such agreement is ratified in writing by the holders of at least three-fourths in nominal value of the issued shares of the class, or is confirmed by an Extraordinary Resolution passed at a separate General Meeting of the holders of shares of that class, and all the provisions hereinafter contained as to General Meetings shall mutatis mutandis, apply to every such meeting, but so that the quorum thereof shall be members holding, or representing by proxy one-fifth of

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the nominal amount of the issued shares of the class. This clause is not to derogate from any power the Com- pany would have had if this clause were omitted.

Shares.

29. The Directors shall observe the restrictions as Restrictions to allotment contained in section 87 of the Ordinances.

as to

allotment.

30. As regards all allotments from time to time Return as to made the Directors shall duly comply with section 90 of allotment. the Companies' Ordinance, 1911, as amended by section 13 of the Companies Amendment Ordinance, 1913, and shall cause to be made the returns as to allotment re- quired by those sections.

31. An application signed by or on behalf of an Acceptance applicant for shares in the Company followed by an of shares. allotment of any shares therein, shall be an acceptance

of shares within the meaning of these Articles, and every person who thus or otherwise accepts any share, and whose name is on the Register shall for the purpose of these Articles be a member.

Certificates.

32. The certificates of title to shares shall be issued Certificate under the Seal of the Company, and signed by two of shares. Directors and countersigned by the Agents in Hong- kong or by some other person appointed by the Board.

33. Every member shall be entitled to one certi- ficate for all the shares registered in his name or to several certificates each for a part of such shares.

number and

34. Every certificate shall specify the number and Every denoting numbers of the shares in respect of which it is certificate issued and the amount paid up thereon, and may other to specify wise be in such form as the Directors may from time to denoting time prescribe. A member requiring more than one numbers of certificate in respect of his shares shall pay one dollar shares. for each additional certificate beyond one.

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