New Articles of Association 2015

Classification: General

Register of holders

The directors shall keep or cause to be kept at the Office or at such other place in Jersey

where it is made up (but not, for the avoidance of doubt, at a place outside Jersey), as the

directors may from time to time determine, a register of holders of shares in the manner

required by the Statutes. The directors may rely upon the information provided to them

from time to time by the Operator for the purposes of keeping the register up to date in

accordance with the Statutes. In each year the directors shall prepare or cause to be

prepared and filed an annual return containing the particulars required by the Law. No

counterpart or branch of such register shall be maintained outside Jersey and no copy of

such register, list, record or information in respect of the members of the Company kept or

maintained outside Jersey shall constitute the register or any part of the register and the

Company shall not be bound to recognise any interest or right in respect of any share by

virtue of it being contained or recorded in such copy of the register or that list, record or

information (as the case may be).

Rights attached to shares

Subject to the Statutes and to the rights conferred on the holders of any other shares, any

share may be issued with or have attached to it such preferred, deferred or other special

rights or restrictions as the Company may by special resolution decide or, if no such

resolution is in effect or so far as the resolution does not make specific provision, as the

board may decide.

Unissued shares

(1)

Subject to the Statutes, these articles and any resolution of the Company, the board may

offer, allot (with or without conferring a right of renunciation), grant options over or

otherwise deal with or dispose of any unissued shares (whether forming part of the original

or any increased capital) to such persons, at such times and generally on such terms as

the board may decide.

(2)

The Company may issue fractions of shares in accordance with, and subject to the

provisions of, the Law, provided that:

(a)

a fraction of a share shall be taken into account in determining the entitlement of a

member as regards distributions or on a winding up; and

(b)

a fraction of a share shall not entitle a member to a vote in respect thereof.

Authority to allot relevant securities

The Company may, subject to articles

and

from time to time pass an ordinary

resolution referring to this article and authorising the board to exercise all the powers of

the Company to allot relevant securities and:

(a)

on the passing of the resolution the board shall be generally and unconditionally

authorised to allot relevant securities up to the nominal amount specified in the

resolution or up to a nominal amount not specified in the resolution but which will

be determined by the application of an equation or formula set out in the

resolution; and

(b)

unless previously revoked the authority shall expire on the day specified in the

resolution (not being more than five years after the date on which the resolution is

passed),

but any authority given under this article shall allow the Company, before the authority

expires, to make an offer or agreement which would or might require relevant securities to

be allotted after it expires.