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21 1944

TRANSPORT ACT, 1944

Chapter IV.

Meetings of the Company.

Date of ordinary meetings.

30. —The ordinary meeting of the Company shall be held not later than the 31st day of March of each year, and the first ordinary meeting of the Company shall be held in 1945.

Quorum of meeting of the Company.

31. —The quorum for a meeting of the Company shall be—

(a) fifty common stockholders present in person or by proxy, or

(b) twenty common stockholders present in person or by proxy and representing in the aggregate common stock of a nominal value of not less than one hundred thousand pounds.

Votes of common stockholders.

32. —At all general meetings of the Company every registered common stockholder shall be entitled to one vote for every pound of common stock held by him.

Powers as to directors, auditors, etc.

33. —Except as otherwise provided by this Act, the choice and removal of the directors and of the auditors, the determination as to the remuneration of the directors and of the auditors and the declaration of dividends (other than interim dividends) shall be exercised only at a general meeting of the Company.

Voting by joint common stockholders.

34. —(1) Where several persons are jointly entitled to and registered as holders of common stock, any one of those persons may vote at any meeting of the Company either personally or by proxy, in respect of the common stock, as if he were solely entitled thereto, but if more than one joint holder be present at any meeting personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of the stock shall alone be entitled to vote in respect thereof.

(2) Two or more executors or administrators of a deceased person, in whose name common stock stands, shall for the purposes of this section be deemed to be joint holders thereof.

Appointment of proxies under power of attorney.

35. —(1) The attorney of any common stockholder duly authorised in writing may appoint a proxy (being, in case that common stockholder is a body corporate, a member of that body corporate or a common stockholder or, in any other case, a common stock holder) to vote for and on behalf of that common stockholder and for that purpose may execute on behalf of that common stockholder the necessary form of proxy.

(2) Where a proxy is appointed under a power of attorney, the power of attorney shall be transmitted to the Secretary of the Company at the same time as or before the instrument appointing the proxy.

Closing of transfer books.

36. —(1) The directors of the Company may close the register of the transfers of common stock for a period not exceeding twenty-one days previous to each ordinary meeting and each meeting of the directors of the Company at which it is proposed to consider the declaration of an interim dividend.

(2) The directors of the Company may close the register of transfers of debenture stock of a particular issue for a period not exceeding twenty-one days previous to any day on which interest on that debenture stock is payable.

(3) Seven days' notice of the closing of any registers of the transfers of stock under this section shall be given by advertisement in each of the daily morning newspapers for the time being published in Dublin or in Cork.