90. The Council shall appoint one Chairman and two Vice-Chairmen, who shall be members of the Council but shall not be the Chief Executive of the Exchange.
91. (a) At the conclusion of each Annual General Meeting, the Chairman and the Vice-Chairmen shall retire from such office (but not from the office of a member of the Council unless required by the provisions of these Articles). Any Chairman or vice-Chairman retiring as aforesaid shall be eligible for re-election but a person shall not be elected Chairman for more than three years. Upon completion of three years as Chairman, a person shall not be eligible for election or appointment as a member of the Council thereafter.
(b) The election of the Chairman and Vice-Chairmen shall be by secret ballot of the members of the Council held as soon as reasonably practicable after each Annual General Meeting and for such purpose each member of the Council shall have such number of votes as shall be equal to the number of the Chairman and Vice-Chairmen to be so elected subject to the limitation that each member of the Council may cast only one vote in favour of any one member of the Council.
(c) Subject to Article 91(d), the member of the Council receiving the highest number of votes shall be elected Chairman and the two candidates each receiving the next highest number of votes shall be elected Vice-Chairmen. The ranking in seniority of the Vice-Chairmen shall be determined by the number of the votes cast for each of them.
(d) At least one Vice-Chairman shall be an Individual Member or a director of a Corporate Member and, if the Chairman is an Individual Member or a director of a Corporate Member, the other Vice-Chairman shall be a lay member of the Council. If Individual Members or directors of Corporate Members receive the highest three numbers of votes in a ballot held for the purposes of electing a Chairman, the Individual Member or director of a Corporate Member receiving the third highest number of such votes shall not be elected a Vice-Chairman and the person who is a lay member of the Council receiving the next highest number of votes shall be deemed elected a Vice-Chairman in his stead.
(e) Subject to Article 91(d), in the event of an equality of votes for the same office of Chairman or Vice-Chairmen, the appointment thereto shall be determined by agreement between the competing members of the Council failing which it shall be determined by lot.
(f) The election of the Chairman and Vice-Chairman under Article 91 shall be supervised by independent scrutineers who shall be a firm of professional accountants (within the meaning of the Professional Accountants Ordinance) and who shall be appointed and may be removed by the Council and whose function it shall be to supervise the counting of ballot papers and to verify the results of the election before such results are announced to the Members.
92. If the Chairman dies or resigns from his office or ceases to be a member of the Council under these Articles, the highest ranking Vice-Chairman, by order of seniority and in succession, shall become the Chairman and shall hold such office until the conclusion of the next Annual General Meeting.
93. If either of the Vice-Chairmen shall die or resign from his office or cease to be a member of the Council under these Articles, or shall have become the Chairman by virtue of Article 92, the Council shall, subject to the provision of Article 91(d) and in accordance with the provisions of Articles 91(b) and (e), elect a Vice-Chairman from amongst their number, who shall be deemed the lowest ranking Vice-Chairman and shall hold office until the conclusion of the next Annual General Meeting.
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