CONSTITUTIONOFSIMMONSEARTHMOVERSLIMITED.docVIP

CONSTITUTION OF SIMMONS EARTHMOVERS LIMITED 1 Constitution and the Companies Act The provisions of the Companies Act 1993 (“the Act”) are negated, modified, adopted and extended by this constitution as hereinafter provided. CALLS ON SHARES 2 Directors may make calls The directors may from time to time make such calls as they think fit upon the shareholders in respect of any moneys unpaid on their shares and not by the conditions of issue thereof made payable at a fixed time or times, and each shareholder shall, subject to receiving at least 14 days written notice specifying the time or times and place of payment, pay to the company at the time or times and place so specified the amount called. A call may be revoked or postponed as the directors may determine. 3 Timing of calls A call may be made payable at such times and in such amount as the directors may decide. 4 Liability of joint holders The joint holders of a share shall be jointly and severally liable to pay all calls in respect thereof. 5 Interest If a sum called in respect of a share is not paid before or on the time appointed for payment thereof, the person from whom the sum is due shall pay interest on that sum from the time appointed for payment thereof to the time of actual payment at such rate not exceeding 10% per annum as the directors may determine, but the directors shall be at liberty to waive payment of that interest wholly or in part. 6 Instalments Any sum which by the terms of issue of a share becomes payable on issue or at any fixed time shall for all purposes be deemed to be a call duly made and payable at the time at which by the terms of issue the same becomes payable, and in case of non-payment all the relevant provisions hereof relating to payment of interest and expenses, forfeiture, or otherwise shall apply as if the sum had become payable by virtue of a call duly made and notified. 7 Differentiation as to amounts The directors may, on the issue of s