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External sources (not reviewed)

164 The Board may from time to time and at any time, by power of attorney under the seal, appoint any company, firm or person or any fluctuating body of persons, whether nominated directly or indirectly by the Board, to be the attorney or attorneys of the Company for such purposes and with such powers, authorities and discretions (not exceeding those vested in or exercisable by the Board under these Articles) and for such period and subject to such conditions as it may think fit, and any such power of attorney may contain such provisions for the protection and convenience of persons dealing with any such attorney as the Board may think fit, and may also authorise any such attorney to sub-delegate all or any of the powers, authorities and discretions vested in him.

As noted in paragraph 25.23 of the proposed programme budget, in accordance with paragraph 20 of the Statute of the Office of the United Nations High Commissioner for Refugees (UNHCR), no expenditure other than administrative expenditures relating to the functioning of UNHCR shall be borne by the regular budget of the United Nations and all other expenditures relating to the activities of UNHCR shall be financed by voluntary contributions.

[...] [...] purposesof the proceedings atsuch meeting [...][...]

[...] [...] resolutions set out in the Notice of [...]

In accordance with subparagraphs 4 (d) and (e) of article 11 of the statuteof the Joint Inspection Unit (General Assembly resolution 31/192, annex): when a report concerns only one organization, the report and the comments of the executive head thereon shall be transmitted to the competent organ of that organization not later than three months after receipt of the report for consideration at the next meeting of the competent organ; and, when a report concerns more than one organization, the report, together with the joint comments and any comments of the respective heads on the matters that concern their particular organization, shall be ready for submission to the competent organs of the organizations not later than six months after receipt of the Unit’s report for consideration at the next meeting of the competent organs concerned.

[...] contrary inthese Bye-laws the Members may, at any general meeting convened and held in accordance withthese Bye-laws, by ordinary resolution remove a Director at any time before the expiration of his period of office notwithstanding anythingin these Bye-laws or [...][...]

In accordance withArticle 11 ofthe Statute ofthe Joint [...][...]

[...] [...] paragraph (1)of thisBye-law shall rank pari passu in all respects with shares of the same class (if any) then in issue save only as regards participation in the relevant dividend or in any other distributions, bonuses or rights paid, made, declared or announced prior to or contemporaneously with the payment or declaration of the relevant dividend unless, contemporaneously with the announcement by the Board of their proposal to apply the provisions of sub-paragraph (a) or (b) of paragraph (2) ofthis Bye-law in relation to the relevant dividend or contemporaneously with their announcement of the distribution, bonus or rights in question, the Board shall specify that the shares to be allotted pursuant to the provisions of paragraph (1) of this Bye-law shall rank [...][...]

[...] orderordinancecharter or Act of Parliament [...][...]

The objectives of SIAP were most recently described in ESCAP resolution 61/2. Statuteof the Statistical Institute for Asia and the Pacific in 2005 as follows: “to strengthen, through practically oriented training of official statisticians, the capability of the developing members and associate members and economies in transition of the region to collect, analyze and disseminate statistics as well as to produce timely and high quality statistics that can be utilized for economic and social development planning, and to assist those developing members and associate members and economies in transition in establishing or strengthening their statistical training capability and other related activities”.

(f) Subject to the Ordinance and to the next paragraph of this Article, no Director or proposed or intending Director shall be disqualified by this office from contracting with the Company, either with regard to his tenure of any office or place of profit or as vendor, purchaser or in any other manner whatever, nor shall any such contract or any other contract or arrangement in which any Director is in any way interested be liable to be avoided, nor shall any Director so contracting or being so interested be liable to account to the Company of the members for any remuneration, profit or other benefits realised by any such contract or arrangement by reason of such Director holding that office or of the fiduciary relationship thereby established.

(2) Subject to the provisions of the Law, the rules of any Designated Stock Exchange and theMemorandum and Articles of Association of the Company, and to any special rights conferred on the holders of any shares or attaching to any class of shares, shares may be issued on the terms that they may be, or at the option of the Company or the holder are, liable to be redeemed on such terms and in such manner, including out of capital, as the Board may deem fit.

Subject to the approval of the above proposals by the Shareholders at the Annual General Meeting, the General Mandate and the Repurchase Mandate will expire at the earliest of: (i) the conclusion of the next annual general meeting of the Company; or (ii) the expiration of the period within which the next annual general meeting of the Company is required by any applicable laws or the Articles of Association to be held; or (iii) the revocation or variation by an ordinary resolution of the Shareholders in a general meeting.

(b) A Director may hold any other office or place of profit with the Company (except that of Auditors) in conjunction with his office of Director for such period and upon such terms as the Board may determine, and may be paid such extra remuneration therefor (whether by way of salary, commission, participation in profit or otherwise) as the Board may determine, and such extra remuneration shall be in addition to any remuneration provided for by or pursuant to any other Articles.

The meaning and the consequences of that requirement, the modalities of such an acceptance and the impact of the reaction of a member of the international organization to a reservation formulated by another member to the constituent instrument of the organization werespelled out in draft guidelines 2.8.8 to 2.8.11.

[...] [...] fixed by the Memorandum of Association [...][...]

In the interpretation ofthis Memorandum of Association in general and of this Clause 3 in particular no object, business or power specified or mentioned shall be limited or restricted by reference to or inference from any other object, business or power, or the name of the Company, or by the juxtaposition of two or more objects, businesses or powers and that, in the event of any ambiguity in this Clause or elsewhere in this Memorandum of Association, [...][...]

Relevant information is disclosed in strict compliance with Rules on Fair Information Disclosure by Companies Listed on the Shenzhen Stock Exchange and the Articles in a true, accurate, complete and timely manner, and ensures that all shareholders have equal access to information.

(d) A notice served in any other manner contemplated by these Articles, shall be deemed to have been served at the time of the relevant despatch, transmission or publication; and in proving such service a certificate in writing signed by the secretary or other officer of the Company or other person appointed by the Board as to the fact and time of such service, delivery, despatch, transmission or publication shall be conclusive evidence thereof.

[...] [...] theStatute)and to reinforce mutual trust and transparency as well as to allowall [...][...]

The Commission took note of the note by the Secretary-General, transmitting the report prepared by the Commission, on the economic and social repercussions of the Israeli occupation on the living conditions of the Palestinian people in the Occupied Palestinian Territory, including East Jerusalem, and of the Arab population in the occupied Syrian Golan (A/66/78-E/2011/13), and noted with appreciation the efforts of the secretariat to support the Palestinian people,build their institutions and raise awareness of Palestinian rights as guaranteed by numerous international resolutions, charters and conventions.

[...] Company’s Memorandum andArticles [...][...]

[...] [...] by arbitration on thegrounds that company agreements affecting the structural aspects of a company — in this case, the necessary amendment of the company statutes to comply with the Valencian Cooperatives Law — could not be subjected to arbitration, the Court considered that the appeal actually related not to that but to irregularities in the adoption of the agreement and, in particular, the infringement of the article in thecompany statutes that stipulated [...][...]

[...] [...] Document Guo ZiGai Ge [2004] No. 865 [...][...]

and THAT the reprinted new memorandum and articles of association of the Company, incorporating all the special resolutions passed in connection with amendment to the articles of association of the Company up to the conclusion of this Meeting (including this resolution), marked “A” produced to this Meeting and for the purposes of identification signed by the chairman, be and is hereby approved and adopted as the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing memorandum and articles of association of the Company and that the Directors be and are hereby authorized to do all things and act and sign all documents which they consider necessary, desirable or expedient in connection with the foregoing.

Subject to the passing of the resolution in relation to the Repurchase Mandate and on the basis that no further Shares are issued or repurchased by the Company prior to the AGM, the Company would be allowed under the Repurchase Mandate to repurchase a maximum of 117,705,618 Shares (representing 10% of the issued share capital of the Company) during the period from the date of the passing of the ordinary resolution up to (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the period within which the next annual general meeting of the Company is required by the Articles of Association or any applicable laws to be held; or (iii) the revocation or variation of the Repurchase Mandate by ordinary resolution of the Shareholders in general meeting, whichever occurs first.

(c) Subject to paragraph (d) of this Article all Dividends and other distributions in respect of Shares shall be stated and discharged, in the case of Shares denominated in Hong Kong dollars, in Hong Kong dollars, and in the case of Shares denominated in any other currency, in such other currency, provided that, in the case of Shares denominated in Hong Kong dollars, the Board may determine in the case of any distribution that Shareholders may elect to receive the same in any other currency selected by the Board, converted at such rate of exchange as the Board may determine.