SCHEDULES

SCHEDULE 15AWRITTEN RESOLUTIONS OF PRIVATE COMPANIES

PART IIADAPTATION OF PROCEDURAL REQUIREMENTS

Article 105 (disapplication of pre-emption rights)

3

1

The following adaptations have effect in relation to a written resolution under Article 105(2) (disapplication of pre-emption rights), or renewing a resolution under that provision.

2

So much of Article 105(5) as requires the circulation of a written statement by the directors with a notice of meeting does not apply, but such a statement must be supplied to each relevant member at or before the time at which the resolution is supplied to him for signature.

3

Article 105(6) (offences) applies in relation to the inclusion in any such statement of matter which is misleading, false or deceptive in a material particular.