14
13.4
When any share has been forfeited in accordance with these Articles, notice of the
forfeiture shall forthwith be given to the holder of the share or the person entitled to the
share by transmission, as the case may be, and an entry of such notice having been given,
and of the forfeiture with the date thereof, shall forthwith be made in the Register opposite
to the entry of the share; but no forfeiture shall be invalidated in any manner by any
omission or neglect to give such notice or to make such entry as aforesaid.
13.5
A forfeited or surrendered share may be sold, re-allotted or otherwise disposed of, either
to the person who was before forfeiture or surrender the holder thereof or entitled thereto,
or to any other person, upon such terms and in such manner as the board thinks fit, and
at any time before a sale, re-allotment or disposition the forfeiture or surrender may be
cancelled on such terms as the board thinks fit. The board may, if necessary, authorise
some person to transfer a forfeited or surrendered share to any other person as aforesaid.
13.6
A Member whose shares have been forfeited or surrendered shall cease to be a Member in
respect of the forfeited or surrendered shares but shall, notwithstanding the forfeiture or
surrender, remain liable to pay to the Company all monies which at the date of forfeiture
or surrender were presently payable by him to the Company in respect of the shares, with
interest thereon at a rate determined by the board not exceeding ten per cent per annum
from the date of forfeiture or surrender as the case may be until payment and the board
may enforce payment without any allowance for the value of the shares at the time of
forfeiture or surrender.
13.7
An affidavit by a Director or the Secretary that a share has been duly forfeited or
surrendered on the date stated therein shall be conclusive evidence of the facts so stated
as against all persons claiming to be entitled to the share and such affidavit and the
receipt of the Company for the consideration (if any) given for the share on the sale, re-
allotment or disposal thereof, together with the certificate for the share delivered to a
purchaser or allottee thereof, shall (subject to the execution of a transfer if the same be so
required) constitute good title to the share and the person to whom the share is sold, re-
allotted or disposed of shall be registered as the holder of the share and shall not be bound
to see to the application of the consideration (if any), nor shall his title to the share be
affected by any irregularity or invalidity in the proceedings in respect of the forfeiture,
surrender, sale, re-allotment or disposal of the share.
13.8
The provisions of these Articles as to forfeiture and surrender shall apply in the case of
non-payment of any sum which by the terms of issue of a share becomes payable at a
fixed time (whether on account of the nominal amount of the share or by way of premium)
as if the same had been payable by virtue of a call duly made and notified.
14.
Right to transfer shares
14.1
Subject to the restrictions in these Articles, a Member may transfer all or any of his shares
in any manner which is permitted by the Statutes and is from time to time approved by
the board.
15.
Transfers of uncertificated shares
15.1
The Company shall register the transfer of any shares held in uncertificated form by means
of a relevant system in accordance with the Statutes and the rules of the relevant system.
15.2
The board may, in its absolute discretion, refuse to register any transfer of an
uncertificated share where permitted by these Articles and the Statutes.
16.
Transfers of certificated shares
16.1
All transfers of certificated shares shall be effected by notice (a "
Transfer Notice
") in the
usual common form or in any other form approved by the board. All Transfer Notices shall
be signed by or on behalf of the transferor and, in the case of a partly paid certificated
share, by the transferee. The transferor shall be deemed to remain the holder of the
certificated share until the name of the transferee is entered on the Register in respect
thereof.
