“chairman of the meeting” has the meaning given in article 39 “chairman” has the meaning given in article 12 “bankruptcy” includes individual insolvency proceedings in a jurisdiction other than England and Wales or Northern Ireland which have an effect similar to that of bankruptcy “articles” means the company’s articles of association
Defined termsġ.In the articles, unless the context requires otherwise. Model articles for private companies limited by shares Index to the articles Part 1 Interpretation and limitation of liabilityĢ.Liability of members Part 2 Directors Directors’ powers and responsibilitiesĦ.Committees Decision-making by directorsħ.Directors to take decisions collectivelyġ6.Directors’ discretion to make further rules Appointment of directorsĢ0.Directors’ expenses Part 3 Shares and distributions SharesĢ2.Powers to issue different classes of shareĢ3.Company not bound by less than absolute interestsĢ9.Transmittees bound by prior notices Dividends and other distributionsģ1.Payment of dividends and other distributionsģ5.Waiver of distributions Capitalisation of profitsģ6.Authority to capitalise and appropriation of capitalised sums Part 4 Decision-making by shareholders Organisation of general meetingsģ7.Attendance and speaking at general meetingsĤ0.Attendance and speaking by directors and non-shareholdersĤ1.Adjournment Voting at general meetingsĤ7.Amendments to resolutions Part 5 Administrative arrangementsĥ0.No right to inspect accounts and other recordsĥ1.Provision for employees on cessation of business Directors’ indemnity and insuranceĥ3.Insurance Part 1 Interpretation and limitation of liability 1.
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