17817-1910-Supplementary-Bills-read-a-first-time--Companies — Page 92

or

541

Disqualifications of Director.

77. The office of director shall be vacatel, if the direct-

(a) ceases to be a director by virtue of section

of the Companies Ordinance, 1910; or

(b) holds any other office of profit under the com- pany except that of managing director or manager; or

(c) becomes brankrupt; or

(d) is found lunatic or becomes of unsound mind; or (e) is concerned or participates in the profits of any

contract with the company:

his

Provided, however, that no director shall vacat office by reason of his being a member of any company which has entered into contracts with or done any work for the company of which he is director: but a direstor shall not vote in respect of any such contract or work, and if he does so vote his vote shall not be counted.

Rotation of Directors.

78. At the first ordinary meeting of the company the whole of the directors shall retire from office, and at the ordinary meeting in every subsequent year one-third of the directors for the time being, if their number is not three or a multiple of three, then the number nearest to one-third, shall retire from office.

79. The directors to retire in every year shall be those who have been longest in office since their last election, bat as between persons who became directors on the same day those to retire shall (unless they otherwise agree among themselves) be determine! hy lot.

80. A retiring director shall be eligible for re-election. 81. The company at the general meeting at which a director retires in manner aforesaid may all up the vacated office by electing a person thereto,

82. If at any meeting at which an election of directors ought to take place the places of the vacating directa rs are not filled up, the meeting shall stand adjourned til! the same day in the next week at the same time and place, und, if at the adjourned meeting the places of the vacating directors are not filled up, the vacating directors, or such of them as have not had their places filled up, shall be deemed to have been re-elected at the adjourned mesting.

83. The company may from time to time in general meeting increase or reluce the number of directors, andl may also determine in what rotation the increase or reduced number is to go out of office.

-84. Any casual vacaney occuring in the board of die rectors may be filled up by the directors, but the person so chosen shall be subj set to retirement at the same time as if he had become a director on the day on which the di- reetors in whose place he is appointed was last elected a director.

$5. The directors shall have power at any time, and from time to time, to appoint a person as an additional director who shall retire from office at the next following ordinary general meeting, but shall be eligible for election by the company at that meeting as an additional director.

86. The company may by extraordinary resolation remove any director before the expiration of his period of office, and may by an ordinary resolution appoist another person in his stead; the person so appointed shall be subject to retirement at the same time as if he had he come a director on the day on which the director in whose pance he is appointed was last elected a director.

Proceedings of Directors.

87. The directors may incet together for the despatch of business, aljourn, and otherwise regulate their movings, as they think fit. Questions arising at any meeting shall be decided by a majority of votes. In case of an equality of votes the chairman shall have a second or esting vote. A director may, and the secretary on the requisition of a director shall, at any time summon a meeting of

the directors.