【正文】 iven to the registered holder for the time being of the share, or the person entitled to the share by reason of his death or bankruptcy.Deemed callInterest payment on callCompany to have lien on sharesEnforcement on lien by sale8 / 40公司可按董事會(huì)認(rèn)為適當(dāng)?shù)姆绞匠鍪酃鞠碛辛糁脵?quán)的股份，但只有當(dāng)與留置權(quán)有關(guān) 的一筆款項(xiàng)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(xiàng)的書面通知送交注冊(cè)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(jìn)行出售。買方應(yīng)登記作為所轉(zhuǎn)讓股份的股東，他無義務(wù)負(fù)責(zé)購買資金的使用，他對(duì)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。FORFEITURE AND SURRENDER OF SHARES27. If a member fails to pay the whole or any part of any call or instalment of a call on the day appointed for payment, the Directors may, at any time thereafter during such time as any part of the call or instalment remains unpaid, serve a notice on him requiring payment of so much of the call or instalment as is unpaid, together with any accrued interest and any costs, charges and expenses incurred by the Company by reason of such nonpayment.如果股東在規(guī)定繳款的日期沒有交付催繳的股款或分期交付的股款，此后，董事會(huì)可在未繳清催繳股款期內(nèi)的任何時(shí)間向股東送達(dá)通知，要求他繳付未交足的催款或分期股款，以及因此可能已經(jīng)產(chǎn)生的利息、費(fèi)用。29. If the requirements of any such notice as aforesaid are not plied with, any share in respect of which such notice has been given may, at any time thereafter, before the payment required by the notice have been made, be forfeited by a resolution of the Directors to that effect.如果不遵守上述通知書上的規(guī)定，在此之后，在通知的股款未繳清之前，可隨時(shí)根據(jù)董事會(huì)所作出的有關(guān)決議沒收所通知的任何股份。 and at any time before a sale or disposition, the forfeiture may be cancelled on such terms as the Directors thinks fit. The Directors may authorise some person to execute the transfer of a forfeited share.被沒收的股份可以出售或按董事會(huì)認(rèn)為恰當(dāng)?shù)臈l件和方式予以處置，如董事會(huì)認(rèn)為恰當(dāng)，可在出售或處置之前隨時(shí)取消沒收。31. A person whose shares have been forfeited shall cease to be a member in respect of the forfeited shares, but shall, notwithstanding the forfeiture, remain liable to pay to the Company all moneys which at the date of forfeiture were then payable by him to the Company in respect of the shares, with interest thereon at such rate not exceeding 10 per cent. per annum as the Directors shall think fit from the date of forfeiture until payment。32. The Directors may accept the surrender of any share which it is in a position to forfeit upon such terms and conditions as may be agreed and, subject to any such terms and conditions, a surrendered share shall be treated as if it had been forfeited.董事會(huì)可以接受股東放棄的股份，該股份應(yīng)被設(shè)定的條件被沒收。33. A statutory declaration in writing that the declarant is one of the Directors or the Secretary, and that a share has been duly forfeited or surrendered on a date stated in the declaration, shall be conclusive evidence of such facts as against all persons claiming to be entitled to the share. The Company may receive the consideration, if any, given for the share on any sale or disposition thereof and may execute a transfer of the share in favour of the person to whom the share is sold or disposed of and he shall thereupon be registered as the holder of the share, and shall not be bound to see to the application of the purchase money, if any, nor shall his title to the share be affected by any irregularity or invalidity in the proceedings in reference to the forfeiture, sale or disposal of the share. The provisions of these Articles as to forfeiture shall apply in the case of nonpayment of any sum which, by the terms of issue of a share, bees payable at a fixed time, whether on account of the nominal value of the share or by way of premium, as if the same had been payable by virtue of a call duly made and notified.制作一份書面聲明，說明聲明人是公司的一名董事或書記，并聲明公司的某一股份已經(jīng)在聲明書中所述的日期被合法沒收，該書面聲明將是證明所有聲明事實(shí)屬實(shí)，任何人也不能對(duì)股份提出所有權(quán)要求的確鑿證據(jù)。本章程有關(guān)沒收的規(guī)定應(yīng)適用于任何按股票發(fā)行條件在規(guī)定時(shí)間應(yīng)付而沒有支付的情況，不管款項(xiàng)是按股票票面價(jià)值或是按溢價(jià)計(jì)算，正如正式催繳股款并通知而應(yīng)予以支付一樣。 (ii) providing any form of debt funding, security, collateral or guarantee。36. The instrument of transfer of a share shall be executed by or on behalf of the transferor and by or on behalf of the transferee. The transferor shall be deemed to remain the holder of the share until the name of the transferee is entered in the Register in respect thereof.文件可由轉(zhuǎn)讓人或其代理人作成，轉(zhuǎn)讓人對(duì)股份的持有權(quán)一直維持到轉(zhuǎn)讓登記注冊(cè)且受讓人的姓名被記入股東登記簿為止。38. The Directors shall be bound to register a transfer of shares if:(a) the transfer is in accordance with these Articles and any agreement then existing between all members for the time being。40. If the Directors refuses to register a transfer, it shall, within two months after the date on which the transfer was lodged with the Company, send to the transferee notice of the refusal.如果董事會(huì)拒絕辦理股份轉(zhuǎn)讓登記，那么自受讓人向公司提交轉(zhuǎn)讓登記之日起 2 個(gè)月內(nèi)，董事會(huì)應(yīng)向受讓人發(fā)出拒絕辦理轉(zhuǎn)讓登記的通知。42. No fee shall be charged for registration of any instrument of transfer or other document relating to or affecting the title to any share.不得對(duì)股份轉(zhuǎn)讓登記收費(fèi)。 but nothing herein contained shall release the estate of a deceased joint holder from any liability in respect of any share which has been jointly held by him with other persons.當(dāng)一股東死亡，如果死亡股東是個(gè)聯(lián)合持股人，公司應(yīng)承認(rèn)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(dú)持股人，則其法定個(gè)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(cái)產(chǎn)的任何義務(wù)。45. If the person so being entitled shall elect to be registered himself, he shall deliver or send to the Company a notice in writing signed by him stating that he so elects. If he shall elect 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 Articles 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.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(dá)親自簽署的書面通知，說明他的選擇。本章程上述所有有關(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。 由于董事會(huì)可隨時(shí)向當(dāng)事人發(fā)出通知，要求其在登記為股東或轉(zhuǎn)讓股份之間進(jìn)行選擇，而相關(guān)的通知如果在 90 天內(nèi)沒有被回復(fù)，董事會(huì)有權(quán)暫停股息、花紅或其它股份收益的分配，直至上述通知被發(fā)回公司。CONVERSION OF SHARE