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xxx股份公司管理條例-文庫吧資料

2025-01-21 18:09本頁面
  

【正文】 the date of forfeiture on the money for the time being unpaid if the directors think fit to enforce payment of such interest), but his liability shall cease if and when the pany receives payment in full of all such money in respect of the shares. 三 十一、凡股份被沒收的人將不再是被沒收股份的股東,但他仍然應(yīng)負責支付至沒收之日應(yīng)由他向公司支付的有關(guān)股份的所有款額(連同年利率為 8%的就該筆未償付款額利息,從沒收之日算起,如果董事會認為應(yīng)當支付此種利息),但如果他交足所有有關(guān)股份的此種款項,其責任應(yīng)從繳清之時予以終止。此種沒收應(yīng)包括有關(guān)被沒收股的全部已經(jīng)宣布,但在沒收前尚未真正支付的紅利。 28. The notice shall name a further day( not earlier than the expiration of 14 days from the date of service of the notice) on or before which the payment required by the notice is to be made, and shall state that in the event of non- payment at or before the time appointed the shares in respect of which the call was made will be liable to be forfeited. 二十八、通知上應(yīng)另定一個日期(從送達通知之日算起,至少得 14 天之后),規(guī)定應(yīng)在該日或之前繳納股款,并規(guī)定如果在規(guī)定之日或之前不予繳納,所催繳股款的股份應(yīng)被沒收。本章程 6 上述所有有關(guān)轉(zhuǎn)讓權(quán)利和轉(zhuǎn)讓登記的限制、限定和規(guī)定均應(yīng)適用于此種通知書或轉(zhuǎn)讓書,就像原股東未死亡或未破產(chǎn)而由該股東自己簽署通知書或轉(zhuǎn)讓書一樣。 26. If the person so being entitled elects to be registered himself, he shall deliver or send to the pany a notice in writing signed by him stating that he so elects. If he elects to have another person registered he shall testify his election by executing to that person a transfer of the share. All the limitations,restrictions, and provisions of these Regulations relating to the right to transfer and the registration of transfers of shares shall be applicable to any such notice or transfer as aforesaid as if the death or bankruptcy of the member had not occurred and the notice or transfer were a transfer signed by that member. 二十六、如取得所有權(quán)的人要自己登記作為股東,他必須向公司送達親自簽署的書面通知,說明他的選擇。 Transmission of shares 股份過戶 24. In case of the death of a member the survivor or survivors where the deceased was a joint holder,and the legal personal representatives of the deceased where he was a sole holder, shall be the only persons recognized by the pany as having any title to his interest in the shares; but nothing herein contained shall release the estate of a deceased joint holder from any liability in respect of any share which had been jointly held by him with other persons. 二十四、當一股東死亡,如果死亡股東是個聯(lián)合持股人,公司應(yīng)承認其他聯(lián)合股東有權(quán)享有股份權(quán)益,如果死亡股東為單獨持股人,則其法定個人代表有權(quán)享有股份權(quán)益;但不得適用本章程之規(guī)定去免除一死亡聯(lián)合股東的與他和其他人所持股份相關(guān)的財產(chǎn)的任 何義務(wù)。 22. The directors may decline to register any transfer of shares, not being fully paid shares to a person of whom they do not approve and may also decline to register any transfer of shares on which the pany has a lien. 二十二、董事會可拒絕登記將股份、未完全繳清股款的股份轉(zhuǎn)讓給其不贊成的人,并可拒絕就公司具有留置權(quán)的股份轉(zhuǎn)讓進行登記。文件可由轉(zhuǎn)讓人或其代理人作成,轉(zhuǎn)讓人對股份的持有權(quán)一直維持到轉(zhuǎn)讓登記注冊且受讓人的姓名被記入股東登記簿為止。 19. The directors may, if they think fit, receive from any member willing to advance the same all or any part of the money uncalled and unpaid upon any shares held by him, and upon all or any part of the money so advanced may ( until the same would, but for the advance, bee payable) pay interest at such rate not exceeding( unless the pany in general meeting shall otherwise direct) 8% per annum as may be agreed upon between the directors and the member paying the sum in advance. 十九、只要認為恰當,董事會可接收股東自愿提前繳納的未經(jīng)催繳的全部或部分股款,且就提前繳納的全部或部分股款支付利息(直到如不提前交付,該股款到期應(yīng)付為止),年利率不得超過(公司股東大會另有決議除外) 8%,具體可由董事會和股東在提前繳款時協(xié)商。 17. Any sum which by the terms of issue of a share bees payable on allotment or at any fixed date, whether on account of the nominal value of the share or by way of premium, shall for the purposes of these Regulations be deemed to be a call duly made and payable on the date on which by the terms of issue the same bees payable, and in case of non- payment all the relevant provisions of these Regulations as to payment of interest and expenses, forfeiture, or otherwise shall apply as if the sum had bee payable by virtue of a call duly made and notified. 十七、凡按股票發(fā)行條款規(guī)定在分配時或在某一規(guī)定日期應(yīng)繳納的股款,不論是票面價 值或溢價,根據(jù)本章程規(guī)定,均應(yīng)視為是發(fā)有正式催繳通知,且應(yīng)在股票發(fā)行條款規(guī)定的日期予以繳款,倘若不繳,應(yīng)視正式催繳股款后款項到期支付的情況而適用本章程所有有關(guān)利息和各種費用的支付、沒收、或其他事項的有關(guān)規(guī)定。 15. The joint holders of a share shall be jointly and severally liable to pay all calls in respect thereof. 十五、一股份的聯(lián)合股東可共同或分別支付所催繳的股款。董事會可以撤銷或延長繳款通知。 13. The directors may from time make calls upon the members in respect of any money unpaid on their shares( whether on account of the nominal value of the shares or by way of premium) and not by the conditions of allotment thereof made payable at fixed times, provided that no call shall exceed 25% of the nominal value of the share or be payable at less than one month from the date fixed for the payment of the last preceding call, and each member shall ( subject to receiving at least 14 days39。買方應(yīng)登記作為所轉(zhuǎn)讓股份的股東,他無義務(wù)負責購買資金的使用,他對股份的所有權(quán)也不得因銷售程序的不正規(guī)或無效而受影響。 10. The pany may sell, in such manner as the directors think fit, any shares on which the pany has a lien, but no sale shall be made unless a sum in respect of which the lien exists is presently payable,nor until the expiration of 14 days after a notice in writing, stating and demanding payment of such part of the amount in respect of which the lien exists as is presently payable, has been given to the registered holder for the time being of the share, or the person entitled thereto by reason of his death or bankruptcy. 十、公司可按董事會認為適當?shù)姆绞匠鍪酃鞠碛辛糁脵?quán)的股份,但只有當與留置權(quán)有關(guān)的一筆款項到期應(yīng)付后,或在將要求支付與留置權(quán)有關(guān)的應(yīng)付部分款項的書面通知送交注冊股東,或因股東死亡或破產(chǎn)而送交有權(quán)接收股份的人 14天后方可進行出售。s lien, if any, on a share shall extend to all dividends payable thereon. 九、對所有已經(jīng)催交的或在規(guī)定時間應(yīng)交的股款(不管目前是否應(yīng)交)的股份(未繳清股款的股份),公司都享有優(yōu)先留置權(quán),對所有以個人 名義登記的,目前應(yīng)由他或用他的財產(chǎn)向公司支付股款的所有股份(繳清股款的股份除外),公司也享有優(yōu)先留置權(quán);但董事會可隨時宣布任何股份全部或部分不受本章程規(guī)定約束。 8. Every person whose name is entered as a member in the register of members shall be entitled without payment to receive a certificate under the seal of the pany in accordance with the Act but in respect of a share or shares held jointly by several persons the pany shall not be bound to issu
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