118x Filetype PDF File size 0.64 MB Source: www.ellex.com
Ellex Medical Lasers Limited Company Constitution Ellex Medical Lasers Limited ACN 007 702 927 COMPANY CONSTITUTION AMENDED AUG 2018 I Ellex Medical Lasers Limited Table of Contents A. Shares and variation of rights 1 Nature of Company 1 Issue of shares 1 Number of shareholders 1 Price on issue 1 Issue of classes of shares 1 Non-variation of rights 1 Variation of rights 1 Redeemable preference shares 2 Holder’s right to participate in profits and property 2 Holder’s other rights 2 Redemption of redeemable preference shares 2 B. Brokerage and commission 3 Power to pay brokerage and commission 3 C. Shares held on trust or jointly 4 Registered holders treated as absolute owners 4 Non-recognition of other interests 4 Joint holders 4 D. Certificates 5 Entitlement to certificates 5 Delivery to joint holders 5 E. Lien 6 Lien on unpaid capital 6 Lien on other money owing 6 COMPANY CONSTITUTION AMENDED AUG 2018 I I Ellex Medical Lasers Limited Table of Contents Lien to apply to dividends 6 Uncertificated Shares 6 Company’s right of sale 6 Restrictions on sale 6 Effect of sale of shares over which company has lien 7 Proceeds of sale 7 F. Calls on shares 8 Payments due on fixed dates 8 Calls 8 Notification of call 8 Revocation of call 8 Deemed time of call 8 Liability of joint holders 8 Interest on outstanding sums 8 Differentiation between holders 9 Pre-payment of calls 9 Suspension of privileges 9 G. Alteration of capital 10 Power 10 Reduction of capital 10 H. Transfer of shares 11 Form of transfer 11 Execution of instruments of transfer 11 Refusal to register 11 No transfer to an infant 12 Notice of Refusal 12 COMPANY CONSTITUTION AMENDED AUG 2018 III Ellex Medical Lasers Limited Table of Contents Certificate to be given up on transfer 12 When transfer books and register may be closed 12 I. Transmission of shares 13 Recognised interests 13 Transmission 13 Personal representatives and joint holders 13 J. Forfeiture of shares 14 Procedure for forfeiture 14 Application to dividends 14 Rights of sale 14 Cessation as a member 14 Evidence of forfeiture 15 Manner of forfeiture 15 Residue on sale 15 Certificates 15 Application to further calls 15 K. Annual General Meetings 16 Nature of business 16 L. General meetings 17 Power to convene 17 Power to postpone 17 Notice 17 Notice period and content 17 Circular resolution 17 Omissions 17 COMPANY CONSTITUTION AMENDED AUG 2018 I V
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