SCHEDULE 1MODEL ARTICLES FOR PRIVATE COMPANIES LIMITED BY SHARES

PART 3SHARES AND DISTRIBUTIONS

SHARES

Transmission of shares27

1

If title to a share passes to a transmittee, the company may only recognise the transmittee as having any title to that share.

2

A transmittee who produces such evidence of entitlement to shares as the directors may properly require—

a

may, subject to the articles, choose either to become the holder of those shares or to have them transferred to another person, and

b

subject to the articles, and pending any transfer of the shares to another person, has the same rights as the holder had.

3

But transmittees do not have the right to attend or vote at a general meeting, or agree to a proposed written resolution, in respect of shares to which they are entitled, by reason of the holder’s death or bankruptcy or otherwise, unless they become the holders of those shares.