TNAG-1765-FCO40-2519-Hong-Kong-stock-market-and-exchange-rate-1989 — Page 159

7.

8.

(b)

(c)

If he dies, becomes of unsound mind or all the other members of the Council unanimously resolve to remove him from office.

If he becomes a bankrupt, suspends payment or compounds with his creditors.

(d) If, being a person elected as a member of the Council within paragraph (i), (ii) or (iii) of Article 87A(a) he has ceased to be either an individual member of a director of a Corporate Member and is not or ceases to be engaged in the business of dealing in securities in the employ of a Member.

(e) If, being a lay member of the Council, he ceases to be eligible for appointment as such.

(A)

If, being appointed as Chief Executive of the Exchange, he ceases to hold the office of Chief Executive of the Exchange.

Provided always that until an entry of his office having been so vacated has been made in the Minutes of the Council, his acts as a member of the Council shall be as effective as if his office were not vacated.“

Article 111 be deleted and there be substituted therefor the following new Article:-

111.The Exchange may by Special Resolution remove any member of the Council."

Article 124 be altered by the deletion of the second sentence thereof.

Dated 28th June, 1988.

By Order of the Management Committee

C. W. Tsang Secretary

Registered Office:

1st Floor,

One and Two Exchange Square,

Central,

Hong Kong

Notes:-

1.

2.

3.

A member entitled to attend and vote at the above meeting is entitled to appoint a proxy (or one or more separate proxies to represent respectively such number of shares held as may be specified in their instruments of appointment) to attend and, on a poll, to vote instead of him. A proxy need not be a member of the Exchange. All proxies must be deposited at the Registered Office of the Exchange not later than 48 hours before the time appointed for the Meeting.

The existing Articles of Association of the Exchange will be available for inspection at the Registered Office of the Exchange up to and including the date of the Extraordinary General Meeting.

An explanatory memorandum describing the proposed changes to the Exchange's Articles of Association accompanies this Notice.

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