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Classification: General

7

seal

...

means any common seal of the Company or any

official seal or securities seal which the Company

may have or be permitted to have under the

Statutes;

secretary

...

means the secretary of the Company or, if there

are joint secretaries, any of the joint secretaries

and includes an assistant or deputy secretary

and any person appointed by the board to

perform any of the duties of the secretary of the

Company;

special resolution

...

means a special resolution defined in Article 90

of the Law;

Statutes

...

means the Law and every other statute,

statutory instrument, regulation or order for the

time being in force concerning companies

registered under the Law including, for the

avoidance of doubt, the Electronic

Communications (Jersey) Law 2000 and the

Uncertificated Securities Order;

treasury shares

...

means those shares held by the Company in

treasury in accordance with Article 58A of the

Law;

UKCGC

...

means the UK Corporate Governance Code

issued from time to time by the Financial

Reporting Council;

Uncertificated

Securities Order

...

means the Companies (Uncertificated Securities)

(Jersey) Order 1999; and

United Kingdom

...

means the United Kingdom of Great Britain and

Northern Ireland.

(b)

any reference to an uncertificated share, or to a share being held in uncertificated

form, means a share title to which may be transferred by means of a relevant

system, and any reference to a certificated share means any share other than an

uncertificated share;

(c)

any other words or expressions defined in the Law or, if not defined in the Law, in

any other of the Statutes (in each case as in force on the date of adoption of these

articles) have the same meaning in these articles except that the word "company"

includes any body corporate;

(d)

any reference elsewhere in these articles to any statute or statutory provision

includes a reference to any modification or re-enactment of it for the time being in

force;

(e)

words importing the singular number include the plural number and vice versa,

words importing one gender include the other gender and words importing persons

include bodies corporate and unincorporated associations;

(f)

any reference to writing includes a reference to any method of reproducing words

in a legible form, whether sent or supplied in electronic form or otherwise;

(g)

any reference to a signature or to something being signed or executed includes a

signature printed or reproduced by mechanical or other means or any stamp or