THE COMPANIES (GUERNSEY) LAW, 2008
NON-CELLULAR COMPANY LIMITED BY SHARES
MEMORANDUM
and
ARTICLES OF INCORPORATION
of
KINGSWOOD HOLDINGS LIMITED
Incorporated on 15 September 2004
Memorandum amended by Special Resolutions dated 6 May 2014
New Articles of Incorporation adopted by Special Resolution dated 30 September 2019[•] 2021
Registration No: 42316
THE COMPANIES (GUERNSEY) LAW, 2008
NON-CELLULAR COMPANY LIMITED BY SHARES
MEMORANDUM OF INCORPORATION
OF
KINGSWOOD HOLDINGS LIMITED
As amended on 30 September 2019.
- The Company's name is KINGSWOOD HOLDINGS LIMITED.
- The Company is a non-cellular Company within the meaning of section 2(1)(c) of the Companies (Guernsey) Law, 2008.
- The registered office of the Company is situated in Guernsey.
- The objects of the Company are unlimited.
- The liability of each member of the Company is limited to the amount, if any, unpaid on the shares held by him.
- The Company may issue an unlimited number of shares with or without a par value.
- The common signature of the Company may be either:
- "KINGSWOOD HOLDINGS LIMITED" with the addition of the signature of one or more officers of the Company authorised generally or specifically for such purpose, or such other person or persons as the directors may from time to time appoint; or
- if the directors resolve that the Company shall have a common seal, the common seal of the Company affixed in such manner as the articles of incorporation of the Company may from time to time provide;
as the directors may, from time to time, determine either generally or in any particular case.
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TABLE OF CONTENTS | ||
1. | DEFINITIONS | 1 |
2. | POWER OF THE BOARD TO ISSUE SHARES | 89 |
3. | SHARE CAPITAL | 1011 |
4. | VARIATION OF RIGHTS | 13 |
5. | SHARE CERTIFICATES | 1314 |
6. | DESTRUCTION OF DOCUMENTS | 1718 |
7. | UNTRACED SHAREHOLDERS | 1819 |
8. | LIEN | 1920 |
9. | CALLS ON SHARES | 2021 |
10. | FORFEITURE OF SHARES | 2122 |
11. | DISCLOSURE AND NOTIFICATION OF INTEREST | 2223 |
12. | TRANSFER OF SHARES | 25 |
13. | TRANSMISSION OF SHARES | 2627 |
14. | GENERAL MEETINGS | 2728 |
15. | NOTICE OF GENERAL MEETINGS | 2729 |
16. | PROCEEDINGS AT GENERAL MEETINGS | 2830 |
17. | VOTES OF MEMBERS | 3133 |
18. | REPRESENTATION OF CORPORATIONS | 3336 |
19. | NUMBER AND QUALIFICATION OF DIRECTORS | 3436 |
20. | ALTERNATE DIRECTORS | 3436 |
21. | POWERS OF DIRECTORS | 3437 |
22. | DELEGATION OF DIRECTORS' POWERS | 3537 |
23. | ACQUISITION COMMITTEE | 3538 |
24. | APPOINTMENT AND RETIREMENT OF DIRECTORS | 3639 |
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25. | DISQUALIFICATION AND REMOVAL OF DIRECTORS | 3840 |
26. | REMUNERATION OF DIRECTORS | 3941 |
27. | DIRECTORS' APPOINTMENTS AND INTERESTS | 3942 |
28. | DIRECTORS' GRATUITIES AND PENSIONS | 4143 |
29. | PROCEEDINGS OF DIRECTORS | 4244 |
30. | RESERVED MATTERS | 4648 |
31. | MINUTES | 5052 |
32. | SECRETARY | 5053 |
33. | THE SEAL | 5153 |
34. | DIVIDENDS | 5153 |
35. | RESERVES | 5557 |
36. | NOTICES | 5557 |
37. | RECORD DATES | 5759 |
38. | ACCOUNTS | 5760 |
39. | WINDING UP | 5860 |
40. | INDEMNITY | 5961 |
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Kingswood Holdings Limited published this content on 05 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 November 2021 10:09:06 UTC.