塞舌尔公司章程翻译,由塞舌尔公司章程英文版翻译成中文。
CURRENCY
7. Shares in the Company shall be issued in the currency of the United States of America.
AUTHORISED CAPITAL
8. The authorised capital of the Company is US$1,000,000.00.
CLASSES, NUMBER AND PAR VALUE OF SHARES
9. The authorised capital is made up of one class and one series of shares divided into 1,000,000 shares of
US$1.00 par value.
DESIGNATIONS, POWERS, PREFERENCES, ETC. OF SHARES
10. All shares shall
(a) have one vote each;
(b) be subject to redemption, purchase or acquisition by the Company for fair value; and
(c) have the same rights with regard to dividends and distributions upon liquidation of the Company.
VARIATION OF CLASS RIGHTS
11. If at any time the authorised capital is divided into different classes or series of shares, the rights attached to
any class or series (unless otherwise provided by the terms of issue of the shares of that class or series) may, whether or not the Company is being wound up, be varied with the consent in writing of the holders of not less than three-fourths of the issued shares of that class or series and of the holders of not less than three-fourths of the issued shares of any other class or series of shares which may be affected by such variation.
RIGHTS NOT VARIED BY THE ISSUE OF SHARES PARI PASSU
12. The rights conferred upon the holders of the shares of any class issued with preferred or other rights shall not,
unless otherwise expressly provided by the terms of issue of the shares of that class, be deemed to be varied by the creation or issue of further shares ranking pari passu therewith.
REGISTERED SHARES
13. Shares in the Company may only be issued as registered shares and may not be exchanged for bearer shares.
The company is prohibited from issuing bearer shares.
TRANSFER OF REGISTERED SHARES
14. Subject to the provisions relating to the transfer of shares set forth in the Articles of Association annexed
hereto (the “Articles of Association”), registered shares in the Company may be transferred subject to the prior or subsequent approval of the Company as evidenced by a resolution of directors or by a resolution of members.
SHARE WARRANTS
15. The Company shall not have power to issue share warrants to bearer.
AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION
16. The Company may amend its Memorandum of Association and Articles of Association by a resolution of
members or by a resolution of directors except that the Company may not amend clauses 13 and/or 15 of this Memorandum and may not adopt any other change to this Memorandum or Articles of Association of the Company that would permit the issuance of bearer shares by the Company.
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