13

E.—4b.

Transfer op Shakes. 12. The instrument of transfer of any share in the Company shall be executed both by the transferor and the transferee, and the transferor shall be deemed to remain the holder of such share until the name of the transferee is entered in the proper register in respect thereof. 13. Shares may be transferred in the following form, or to the like effect: — I, , of , in consideration of the sum of paid to me by , do hereby transfer to the said shares numbered in" The Dunedin, Peninsula, and Ocean Beach Eailway Company, Limited," standing in my name in the books of the aforesaid Company: To hold unto the said , his executors, administrators, and assigns, subject to the several conditions on which I hold the same at the time of the execution hereof. And I, the said , do hereby agree to take the said shares, subject to the conditions aforesaid. As witness our hands, the day of 14. The Company may decline to register any transfer of shares made by a shareholder who is indebted to them. 15. Every shareholder shall be entitled to a certificate under the common seal of the Company, specifying the share or shares held by him and the amount paid up thereon; and upon any transfer of shares, the sum of two shillings and sixpence shall be payable to the Company. 16. If such certificate is worn out or lost, it may be renewed on payment of the sum of two shillings and sixpence for each certificate. 17. The transfer books shall be closed during the two weeks immediately preceding the ordinary general meeting in each year. Transmission of Shades. 18. The executors or administrators of a deceased shareholder shall be the only persons recognized by the Company as having any title to his share. 19. Any person becoming entitled to a share in consequence of the death, bankruptcy, or insolvency of any shareholder, or in consequence of the marriage of any female shareholder, or in any other way than by transfer, may be registered as a shareholder upon such evidence being produced as may from time to time be required by the Company. 20. Any person who has become entitled to a share in any other way than by transfer, may, with the consent of the Board, instead of being registered himself, elect to have some person to be named by him registered as a holder of such share. 21. The person so becoming entitled shall testify such election by executing to his nominee a deed of transfer of such share. 22. The deed of transfer shall bo presented to the Company, accompanied with such evidence as they may require to prove the title of the transferor, and thereupon the Company shall register the transferee as a shareholder. Forfeiture of Shares. 23. If any shareholder fails to pay any call due on the appointed day, the Company may at any time thereafter, during such time as the call remains unpaid, serve a notice on him requiring him to pay such call, together with any interest that may have accrued by reason of such non-payment. 54. The notice shall name a further day and a place or places, being a place or places at which calls of the Company are usually made payable, on and at which such call is to be paid. It shall also state that, in the event of non-payment at the time and place appointed, the shares in respect of which such call was made will be liable to be forfeited. 25. If the requisitions of any such notice as aforesaid are not complied with, any share in respect of which such notice has been given may be forfeited by a resolution of the Board to that effect: Provided that no share shall be forfeited, unless the call due in respect thereof shall be at the least three months in arrears. 26. Any shares so forfeited shall be deemed to be the property of the Company, and may be disposed of in such manner as the Company thinks fit. 27. Any shareholder whose shares have been forfeited shall notwithstanding be liable to pay to the Company all calls and interest thereon owing upon such shares at the time of forfeiture. Business. ' 28. The business of the Company shall comprise all the business mentioned or included in the memorandum of association, and all incidental matters, and may be commenced and carried on as soon as the Board think fit, and notwithstanding the whole of the capital may not have been subscribed. 29. The business shall be carried on by or under the management of the Directors, and according to such regulations as the Board from time to time prescribe, subject only to such control of general meetings as is provided for by these presents. 30. No person except the Directors and other persons thereunto expressly authorized by the Board, and acting within the limits of the authority conferred on them by the Board, shall have any authority to make, accept, or indorse any promissory note or bill of exchange or other negotiable instrument on behalf of the Company, or to enter into any contract so as to impose thereby any liability on the Company, or otherwise to pledge the credit of the Company. Capital. 31. The Company may, by special resolution, increase its capital.