英国公众公司的公司章程模板.docx

英国公众公司的公司章程模板.docxSCHEDULE 3 Regulation 4
MODEL ARTICLES FOR PUBLIC COMPANIES
INDEX TO THE ARTICLES
PART 1
ION MEMBERS’ RIGHTS
41. No voting of shares on which money owed to company
APPLICATION OF RULES TO CLASS MEETINGS
42. Class meetings
PART 4
SHARES AND DISTRIBUTIONS
ISSUE OF SHARES
Powers to issue different classes of share
Payment of commissions on subscription for shares
INTERESTS IN SHARES
Company not bound by less than absolute interests
SHARE CERTIFICATES
Certificates to be issued except in certain cases
Contents and execution of share certificates
Consolidated share certificates
Replacement share certificates
SHARES NOT HELD IN CERTIFICATED FORM
Uncertificated shares
Share warrants
PARTLY PAID SHARES
52.
Company ’ s lien over partly paid shares
53.
Enforcement of the company
’ s lien
Call notices
Liability to pay calls
When call notice need not be issued
Failure to comply with call notice: automatic consequences
Notice of intended forfeiture
Directors’ power to forfeit shares
Effect of forfeiture
Procedure following forfeiture
Surrender of shares
TRANSFER AND TRANSMISSION OF SHARES
Transfers of certificated shares
Transfer of uncertificated shares
Transmission of shares
66.
Transmittees
’ rights
67.
Exercise of transmittees
’ rights
Transmittees bound by prior notices
CONSOLIDATION OF SHARES
Procedure for disposing of fractions of shares
DISTRIBUTIONS
Procedure for declaring dividends
Calculation of dividends
Payment of dividends and other distributions
Deductions from distributions in respect of sums owed to the company
No interest on distributions
Unclaimed distributions
Non-cash distributions
Waiver of distributions
CAPITALISATION OF PROFITS
78. Authority to capitalise and appropriation of