Compante, | Ch. 31. No. 1.

Phe remuneration of the direetors shall from) time to be
determined by the company in general meeting.

Powers and duties of directors,

400 The business of the company shall be managed by the directors, who
may pay all expenses incurred in getting up and registering the company,
and may exercise aii such powers of the company as are not, by the
Ordinance, or by these article, required to be exercised by the company
mw general meeting, subject neverthele. to any regulation of these
articles, Co the provisions of the Ordinanee, and to such regulations, being
not tieonsistent with the aforesaid regulations or provisions, as may be
prescribed by the company in general imecting, but no regulation made
by the company in general meeting shall invalidate any prior act of the
directors which would have been valid if that regulation had uot been
made

The directors shall c: sto be made in books provides
the purpose--
(a) of all appointments of oficers made by the directors,
(6) of the names of the directors present at each meeting of the
clirectors and of any committee of the directors,
(c) of all resolutions and = proceedings at) all) meetings of the
company, and of the directors, and of conunittees of directors;

and every director present at any meeting of directors or committee of
directors shall sign his name ina book to be kept for that purpose.

The seal,

The seal of the company shall not be atlixed: to any instrument
exe cept by the authority of a resolution of the board of directors, and in
the presence of a director and of the secretary or such other person as
the directors may appoint for the purpose; and that director and the
secretary or other person as aforesaid: shall sign every instrument) to
which the cabof the company is so affixed in their presence.

Disqualifications of directors,
44. The oflice of director shall be cated, if the director

(a) without the consent of the company in general meeting holds
any other office of profit under the company — or

(6) becomes bankrupt;

(c) becomes prohibited from being a director by reason of any order

ade under sections 206 or 260 of the Ordinance, or

(¢) is found to be or becomes of unsound mind,

(c) resigns his office by notice in writing to the company ; 0

(f) is directly or indirectly interested in any contract with the
company and fails to declare the nature of his interest in manner
required by section 147 of the Ordinance.

A director shall not vote in respect of any contract in which he is
interested or any matter arising thereout. and if he does so vote hts
vote shall not be counted.

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