A 48
CAP. 70]
The Hongkong and Shanghai Bank Regulations
[1989 Ed.
[Subsidiary]
113. Record of board meeting binding on shareholders
Every board meeting which by any such record, so entered and purporting to be signed, is stated or appears to have been held shall unless the contrary appears on the record be treated and recognized by all the shareholders and their representatives as having been duly notified, convened and held in accordance with the regulations concerning board meetings, and the proceedings of every board meeting from time to time so recorded shall unless the contrary appears on the record be treated, recognized and acted upon by all the shareholders and their representatives as having been regular and proper in all respects.
114. Unrescinded order or resolution to be binding
Every resolution which appears recorded as part of such proceedings, and notwithstanding it be impeachable on any ground whatever, shall, so long as such resolution subsists unrescinded, be treated, recognized and acted upon as valid and binding on all the shareholders and their representatives, so far as a resolution of the board can bind them, and shall be sufficient authority for all acts and proceedings in conformity therewith, so far as the board can authorize the same.
Executive directors, chairman and secretary
(L.N. 61 of 1969)
115. Executive directors
A director may hold any other office or place of profit under the bank (other than the office of auditor) in conjunction with his office of director for such period and on such terms (as to remuneration and otherwise) as the directors may determine. A director, notwithstanding his interest, may be counted in the quorum present at any meeting whereat he or any other director is appointed to hold any such office or place of profit under the bank or whereat the terms of any such appointment are arranged, and he may vote on any such appointment or arrangement other than his own appointment or the arrangement of the terms thereof. Directors holding such office or place of profit shall be known as executive directors. The number of executive directors at any one time shall not exceed one third of the total number of directors.
(L.N. 61 of 1969)
116. Chairman
The board may from time to time entrust to and confer upon the chairman or a deputy chairman who is an executive director separately together or in the
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A 48
CAP. 70]
The Hongkong and Shanghai Bank Regulations
[1989 Ed.
[Subsidiary]
113. Record of board meeting
binding on shareholders
Every board meeting which by any such record, so entered and purporting to be signed, is stated or appears to have been held shall unless the contrary appears on the record be treated and recognized by all the shareholders and their representatives as having been duly notified, convened and held in accordance with the regulations concerning board meetings, and the proceedings of every board meeting from time to time so recorded shall unless the contrary appears on the record be treated, recognized and acted upon by all the shareholders and their representatives as having been regular and proper in all respects.
114. Unrescinded order or resolution to be binding
Every resolution which appears recorded as part of such proceedings, and notwithstanding it be impeachable on any ground whatever, shall, so long as such resolution subsists unrescinded, be treated, recognized and acted upon as valid and binding on all the shareholders and their representatives, so far as a resolution of the board can bind them, and shall be sufficient authority for all acts and proceedings in conformity therewith, so far as the board can authorize the same.
Executive directors, chairman and secretary
(L.N. 61 of 1969)
115.
Executive directors
A director may hold any other office or place of profit under the bank (other than the office of auditor) in conjunction with his office of director for such period and on such terms (as to remuneration and otherwise) as the directors may determine. A director, notwithstanding his interest, may be counted in the quorum present at any meeting whereat he or any other director is appointed to hold any such office or place of profit under the bank or whereat the terms of any such appointment are arranged, and he may vote on any such appointment or arrangement other than his own appointment or the arrangement of the terms thereof. Directors holding such office or place of profit shall be known as executive directors. The number of executive directors at any one time shall not exceed one third of the total number of directors.
(L.N. 61 of 1969)
116.
Chairman
The board may from time to time entrust to and confer upon the chairman or a deputy chairman who is an executive director separately together or in the
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