KEplc articles of association - page 53

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may fix the time for payment of such dividend, but no dividend shall exceed the amount
recommended by the board.
111.
Fixed and interim dividends
Subject to the provisions of the Law, the board may pay such interim dividends as appear
to the board to be justified by the financial position of the Company and may also pay any
dividend payable at a fixed rate at intervals settled by the board whenever the financial
position of the Company, in the opinion of the board, justifies its payment. If the board
acts in good faith, none of the directors shall incur any liability to the holders of shares
conferring preferred rights for any loss such holders may suffer in consequence of the
lawful payment of an interim dividend on any shares having non-preferred or deferred
rights.
112.
Calculation and currency of distributions
(1)
Except insofar as the rights attaching to, or the terms of issue of, any share otherwise
provide:
(a)
all distributions shall be declared, apportioned and paid pro rata according to the
number of shares held by each member save that, where a share is not fully paid,
distributions shall be declared, apportioned and paid on that share in the same
proportion as the amount paid up on that share bears to the aggregate issue price
of that share during the portion or portions of the period in respect of which the
distribution is paid (and for these purposes no amount paid up on a share in
advance of a call shall be treated as paid up on that share);
(b)
any amount paid by the Company by way of distribution will be deemed to include
any amount that the Company may be compelled by law to withhold or deduct;
and
(c)
distributions may be declared or paid in any currency.
(2)
The board may agree with any member that distributions which may at any time or from
time to time be declared or become due on his shares in one currency shall be paid or
satisfied in another, and may agree the basis of conversion to be applied and how and
when the amount to be paid in the other currency shall be calculated and paid and for the
Company or any other person to bear any costs involved.
113.
Method of payment
(1)
The Company may pay any distribution or other sum payable in respect of a share:
(a)
by cheque or distribution warrant payable to the holder (or, in the case of joint
holders, the holder whose name stands first in the register in respect of the
relevant share) or to such other person as the holder (or, in the case of joint
holders, all the joint holders) may notify to the Company for the purpose; or
(b)
by a bank or other funds transfer system or by such other electronic means
(including, in the case of an uncertificated share, a relevant system) to such
account as the holder (or, in the case of joint holders, all the joint holders) may
notify to the Company for the purpose; or
(c)
in such other way as may be agreed between the Company and the holder (or, in
the case of joint holders, all such holders).
(2)
Any such cheque or distribution warrant may be sent by post to the registered address of
the holder (or, in the case of joint holders, to the registered address of that person whose
name stands first in the register in respect of the relevant share) or to such other address
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