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Classification: General
8
other distinctive marking made by or with the authority of the person required to
sign the document to indicate it is approved by such person or, in respect of
communications in electronic form only, any other means of verifying the
authenticity of a communication in electronic form which the board may from time
to time specify or, where no means have otherwise been specified by the board, an
electronic signature, provided that the Company has no reason to doubt the
authenticity of that electronic signature;
(h)
any reference to a document being sealed or executed under seal or under the
common seal of any body corporate (including the Company) or any similar
expression includes a reference to its being executed in any other manner which
has the same effect as if it were executed under seal;
(i)
any reference to a meeting shall not be taken as requiring more than one person
to be present in person if any quorum requirement can be satisfied by one person;
(j)
any reference to a show of hands includes such other method of casting votes as
the board may from time to time approve;
(k)
any reference to the Company sending an item by post includes the Company, at
the board's discretion, sending that item by courier;
(l)
where the Company has a power of sale or other right of disposal in relation to any
share, any reference to the power of the Company or the board to authorise a
person to transfer that share to or as directed by the person to whom the share
has been sold or disposed of shall, in the case of an uncertificated share, be
deemed to include a reference to such other action as may be necessary to enable
that share to be registered in the name of that person or as directed by him; and
(m)
any reference to:
(i)
rights attaching to any share;
(ii)
members having a right to attend and vote at general meetings of the
Company;
(iii)
dividends being paid, or any other distribution of the Company's assets
being made, to members; or
(iv)
interests in a certain proportion or percentage of the issued share capital,
or any class of share capital,
shall, unless otherwise expressly provided by the Statutes, be construed as though
any treasury shares held by the Company had been cancelled.
(2)
Subject to the Statutes, a special resolution shall be effective for any purpose for which an
ordinary resolution is expressed to be required under these articles.
(3)
Headings to these articles are inserted for convenience only and shall not affect
construction.
(4)
The regulations constituting the Standard Table in the Companies (Standard Table)
(Jersey) Order 1992 shall not apply to the Company.
SHARE CAPITAL
2.
Authorised share capital
The authorised share capital of the Company is as specified in the Memorandum of
Association.