Existing Article of Association for PLC - page 18

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no Director shall be present and willing to take the chair the Members present in person
shall choose one of their number to be chairman.
21.5
The board may make any security arrangements which it considers appropriate relating to
the holding of a general meeting of the Company including, without limitation, requiring
any person attending a meeting to provide evidence of identity satisfactory to the board
and arranging for any such person to be searched and for items of personal property which
may be taken into a meeting to be restricted. A Director or the Secretary may:
(a)
refuse entry to a meeting to any person who refuses to comply with any such
security arrangements; and
(b)
eject from a meeting any person who causes the proceedings to become
disorderly.
21.6
The chairman may with the consent of any meeting at which a quorum is present (and
shall if so directed by the meeting) adjourn the meeting from time to time and from place
to place, but no business shall be transacted at any adjourned meeting other than the
business left unfinished at the meeting from which the adjournment took place. When a
meeting is adjourned for thirty days or more, notice of the adjourned meeting shall be
given as in the case of the original meeting. Save as aforesaid, it shall not be necessary to
give any notice of any adjourned meeting or of the business to be transacted at an
adjourned meeting.
21.7
Minutes of all resolutions and proceedings of general meetings shall be duly and regularly
entered in books kept for that purpose and shall be available for inspection by a Member
during business hours without charge. A Member may require a copy of any such minutes
in such manner, and upon payment of such sum, as provided in the Statutes.
21.8
If a Member is by any means in communication with one or more other Members so that
each Member participating in the communication can hear what is said by any other of
them, each Member so participating in the communication is deemed to be present in
person at a meeting with the other Members so participating, notwithstanding that all the
Members so participating are not present together in the same place. A meeting at which
any or all of the Members participate as aforesaid shall be deemed to be a general meeting
of the Company for the purposes of these Articles notwithstanding any other provisions of
these Articles and all of the provisions of these Articles and of the Statutes relating to
general meetings of the Company and to the proceedings thereat shall apply, mutatis
mutandis, to every such meeting.
21.9
The members of the board and the auditors shall be entitled to receive notice of and to
attend and speak at any meeting of Members.
22.
Voting at General Meetings
22.1
Save where otherwise provided in these Articles, no person shall be entitled to be present
or take part in any proceedings or vote either personally or by proxy at any general
meeting unless he has been registered as owner of the shares in respect of which he
claims to vote.
22.2
For the purposes of determining which persons are entitled to attend or vote at any
general meeting, and how many votes such persons may cast, the Company may specify
in the notice of the meeting a time, not more than 48 hours before the time fixed for the
meeting, by which a person must be entered on the register in order to have the right to
attend or vote at the meeting. Changes to entries on the register after the time so
specified shall be disregarded in determining the rights of any person to attend or vote at
the meeting, notwithstanding any provisions in these Articles to the contrary.
22.3
Save where otherwise provided in the Statutes or in these Articles, all resolutions shall be
adopted if approved by a majority of the votes cast. In the event of an equality of votes at
any general meeting, whether upon a show of hands or on a poll, the chairman shall not
be entitled to a second or casting vote.
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