SCHEDULE 3MODEL ARTICLES FOR PUBLIC COMPANIES

PART 4SHARES AND DISTRIBUTIONS

DISTRIBUTIONS

Payment of dividends and other distributionsI172

1

Where a dividend or other sum which is a distribution is payable in respect of a share, it must be paid by one or more of the following means—

a

transfer to a bank or building society account specified by the distribution recipient either in writing or as the directors may otherwise decide;

b

sending a cheque made payable to the distribution recipient by post to the distribution recipient at the distribution recipient’s registered address (if the distribution recipient is a holder of the share), or (in any other case) to an address specified by the distribution recipient either in writing or as the directors may otherwise decide;

c

sending a cheque made payable to such person by post to such person at such address as the distribution recipient has specified either in writing or as the directors may otherwise decide; or

d

any other means of payment as the directors agree with the distribution recipient either in writing or by such other means as the directors decide.

2

In the articles, “the distribution recipient” means, in respect of a share in respect of which a dividend or other sum is payable—

a

the holder of the share; or

b

if the share has two or more joint holders, whichever of them is named first in the register of members; or

c

if the holder is no longer entitled to the share by reason of death or bankruptcy, or otherwise by operation of law, the transmittee.