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FORFEITURE OF SHARES
103.
Notice of unpaid calls
(1)
If the whole or any part of any call or instalment remains unpaid on any share after the
due date for payment, the board may serve a written notice on the holder requiring him to
pay so much of the call or instalment as remains unpaid, together with any accrued
interest.
(2)
The notice shall state a further day, being not less than 14 clear days from the date of the
notice, on or before which, and the place where, payment is to be made and shall state
that, in the event of non-payment on or before the day and at the place appointed, the
share in respect of which the call was made or instalment is payable will be liable to be
forfeited.
(3)
The board may accept a surrender of any share liable to be forfeited.
104.
Forfeiture on non-compliance with notice
(1)
If the requirements of a notice given under the preceding article are not complied with,
any share in respect of which it was given may (before the payment required by the notice
is made) be forfeited by a resolution of the board. The forfeiture shall include all dividends
and other distributions declared and other moneys payable in respect of the forfeited share
and not actually paid before the forfeiture.
(2)
If a share is forfeited, notice of the forfeiture shall be given to the person who was the
holder of the share or (as the case may be) the person entitled to the share by
transmission, and an entry that notice of the forfeiture has been given, with the relevant
date, shall be made in the register; but no forfeiture shall be invalidated by any omission
to give such notice or to make such entry.
105.
Power to annul forfeiture or surrender
The board may, at any time before the forfeited or surrendered share has been sold, re-
allotted or otherwise disposed of, annul the forfeiture or surrender upon payment of all
calls and interest due on or incurred in respect of the share and on such further conditions
(if any) as it thinks fit.
106.
Disposal of forfeited or surrendered shares
(1)
Every share which is forfeited or surrendered shall become the property of the Company
and (subject to the Statutes) may be sold, re-allotted or otherwise disposed of, upon such
terms and in such manner as the board shall decide either to the person who was before
the forfeiture the holder of the share or to any other person and whether with or without
all or any part of the amount previously paid up on the share being credited as so paid up.
The board may for the purposes of a disposal authorise some person to transfer the
forfeited or surrendered share to, or in accordance with the directions of, any person to
whom the same has been disposed of.
(2)
A statutory declaration or an affidavit by a director or the secretary that a share has been
forfeited or surrendered on a specified date shall, as against all persons claiming to be
entitled to the share, be conclusive evidence of the facts stated in it and shall (subject to
the execution of any necessary transfer) constitute a good title to the share. The person
to whom the share has been disposed of shall not be bound to see to the application of the
consideration for the disposal (if any) nor shall his title to the share be affected by any
irregularity in or invalidity of the proceedings connected with the forfeiture, surrender,
sale, re-allotment or disposal of the share.
