SCHEDULE 1MODEL ARTICLES FOR PRIVATE COMPANIES LIMITED BY SHARES

PART 3SHARES AND DISTRIBUTIONS

SHARES

Exercise of transmittees’ rights28

1

Transmittees who wish to become the holders of shares to which they have become entitled must notify the company in writing of that wish.

2

If the transmittee wishes to have a share transferred to another person, the transmittee must execute an instrument of transfer in respect of it.

3

Any transfer made or executed under this article is to be treated as if it were made or executed by the person from whom the transmittee has derived rights in respect of the share, and as if the event which gave rise to the transmission had not occurred.