Common use of Lien on Shares Clause in Contracts

Lien on Shares. Nature and scope of lien 4.1 The Company has a first and paramount lien on all Shares (whether Fully Paid Up or not) registered in the name of a Member (whether solely or jointly with others). The lien is for all monies payable to the Company by the Member or the Member’s estate: (a) either alone or jointly with any other person, whether or not that other person is a Member; and (b) whether or not those monies are presently payable. 4.2 At any time the Board may declare any Share to be wholly or partly exempt from the provisions of this Article. Company may sell Shares to satisfy lien 4.3 The Company may sell any Shares over which it has a lien if all of the following conditions are met: (a) the sum in respect of which the lien exists is presently payable; (b) the Company gives notice to the Member holding the Share (or to the person entitled to it in consequence of the death or bankruptcy of that Member) demanding payment and stating that if the notice is not complied with the Shares may be sold; and (c) that sum is not paid within fourteen Clear Days after that notice is deemed to be given under these Articles, and Shares to which this Article 4.3 applies shall be referred to as Lien Default Shares. 4.4 The Lien Default Shares may be sold in such manner as the Board determines. 4.5 To the maximum extent permitted by law, the Directors shall incur no personal liability to the Member concerned in respect of the sale. Authority to execute instrument of transfer 4.6 To give effect to a sale, the Directors may authorise any person to execute an instrument of transfer of the Lien Default Shares sold to, or in accordance with the directions of, the purchaser. 4.7 The title of the transferee of the Lien Default Shares shall not be affected by any irregularity or invalidity in the proceedings in respect of the sale. Consequences of sale of Shares to satisfy lien 4.8 On a sale pursuant to the preceding Articles: (a) the name of the Member concerned shall be removed from the register of Members as the holder of those Lien Default Shares; and (b) that person shall deliver to the Company for cancellation the certificate (if any) for those Lien Default Shares. 4.9 Notwithstanding the provisions of Article 4.8, such person shall remain liable to the Company for all monies which, at the date of sale, were presently payable by him to the Company in respect of those Lien Default Shares. That person shall also be liable to pay interest on those monies from the date of sale until payment at the rate at which interest was payable before that sale or, failing that, at the Default Rate. The Board may waive payment wholly or in part or enforce payment without any allowance for the value of the Lien Default Shares at the time of sale or for any consideration received on their disposal. Application of proceeds of sale 4.10 The net proceeds of the sale, after payment of the costs, shall be applied in payment of so much of the sum for which the lien exists as is presently payable. Any residue shall be paid to the person whose Lien Default Shares have been sold: (a) if no certificate for the Lien Default Shares was issued, at the date of the sale; or (b) if a certificate for the Lien Default Shares was issued, upon surrender to the Company of that certificate for cancellation but, in either case, subject to the Company retaining a like lien for all sums not presently payable as existed on the Lien Default Shares before the sale.

Lien on Shares. Nature and scope of lien 4.1 6.1 The Company has a first and paramount lien on all Shares (whether Fully Paid Up or not) registered in the name of a Member (whether solely or jointly with others). The lien is for all monies payable to the Company by the Member or the Member’s estate: (a) either alone or jointly with any other person, whether or not that other person is a Member; and (b) whether or not those monies are presently payable. 4.2 6.2 At any time the Board may declare any Share to be wholly or partly exempt from the provisions of this Article. Company may sell Shares to satisfy lien 4.3 6.3 The Company may sell any Shares over which it has a lien if all of the following conditions are met: (a) the sum in respect of which the lien exists is presently payable; (b) the Company gives notice to the Member holding the Share (or to the person entitled to it in consequence of the death or bankruptcy of that Member) demanding payment and stating that if the notice is not complied with the Shares may be sold; and (c) that sum is not paid within fourteen (14) Clear Days after that notice is deemed to be given under these Articles, and Shares to which this Article 4.3 6.3 applies shall be referred to as Lien Default Shares. 4.4 6.4 The Lien Default Shares may be sold in such manner as the Board determines. 4.5 6.5 To the maximum extent permitted by lawApplicable Law, the Directors shall incur no personal liability to the Member concerned in respect of the sale. Authority to execute instrument of transfer 4.6 6.6 To give effect to a sale, the Directors may authorise any person to execute an instrument of transfer of the Lien Default Shares sold to, or in accordance with the directions of, the purchaser. 4.7 . The title of the transferee of the Lien Default Shares shall not be affected by any irregularity or invalidity in the proceedings in respect of the sale. Consequences of sale of Shares to satisfy lien 4.8 6.7 On a sale pursuant to the preceding Articles: (a) the name of the Member concerned shall be removed from the register Register of Members as the holder of those Lien Default Shares; and (b) that person shall deliver to the Company for cancellation the certificate (if any) for those Lien Default Shares. 4.9 6.8 Notwithstanding the provisions of Article 4.86.7, such person shall remain liable to the Company for all monies which, at the date of sale, were presently payable by him to the Company in respect of those Lien Default Shares. That person shall also be liable to pay interest on those monies from the date of sale until payment at the rate at which interest was payable before that sale or, failing that, at the Default Rate. The Board may waive payment wholly or in part or enforce payment without any allowance for the value of the Lien Default Shares at the time of sale or for any consideration received on their disposal. Application of proceeds of sale 4.10 6.9 The net proceeds of the sale, after payment of the costs, shall be applied in payment of so much of the sum for which the lien exists as is presently payable. Any residue shall be paid to the person whose Lien Default Shares have been sold: (a) if no certificate for the Lien Default Shares was issued, at the date of the sale; or (b) if a certificate for the Lien Default Shares was issued, upon surrender to the Company of that certificate for cancellation but, in either case, subject to the Company retaining a like lien for all sums not presently payable as existed on the Lien Default Shares before the sale.

Lien on Shares. Nature and scope of lien 4.1 The Company has a first and paramount lien on all Shares (whether Fully Paid Up or not) registered in the name of a Member (whether solely or jointly with others). The lien is for all monies payable to the Company by the Member or the Member’s estate: (a) either alone or jointly with any other person, whether or not that other person is a Member; and (b) whether or not those monies are presently payable. 4.2 At any time the Board may declare any Share to be wholly or partly exempt from the provisions of this Article. Company may sell Shares to satisfy lien 4.3 The Company may sell any Shares over which it has a lien if all of the following conditions are met: (a) the sum in respect of which the lien exists is presently payable; (b) the Company gives notice to the Member holding the Share (or to the person entitled to it in consequence of the death or bankruptcy of that Member) demanding payment and stating that if the notice is not complied with the Shares may be sold; and (c) that sum is not paid within fourteen (14) Clear Days after that notice is deemed to be given under these Articles, and Shares to which this Article 4.3 applies shall be referred to as Lien Default Shares. 4.4 The Lien Default Shares may be sold in such manner as the Board determines. 4.5 To the maximum extent permitted by law, the Directors shall incur no personal liability to the Member concerned in respect of the sale. Authority to execute instrument of transfer 4.6 To give effect to a sale, the Directors may authorise any person to execute an instrument of transfer of the Lien Default Shares sold to, or in accordance with the directions of, the purchaser. 4.7 The title of the transferee of the Lien Default Shares shall not be affected by any irregularity or invalidity in the proceedings in respect of the sale. Consequences of sale of Shares to satisfy lien 4.8 On a sale pursuant to the preceding Articles: (a) the name of the Member concerned shall be removed from the register of Members as the holder of those Lien Default Shares; and (b) that person shall deliver to the Company for cancellation the certificate (if any) for those Lien Default Shares. 4.9 Notwithstanding the provisions of Article 4.8, such person shall remain liable to the Company for all monies which, at the date of sale, were presently payable by him to the Company in respect of those Lien Default Shares. That person shall also be liable to pay interest on those monies from the date of sale until payment at the rate at which interest was payable before that sale or, failing that, at the Default Rate. The Board may waive payment wholly or in part or enforce payment without any allowance for the value of the Lien Default Shares at the time of sale or for any consideration received on their disposal. Application of proceeds of sale 4.10 The net proceeds of the sale, after payment of the costs, shall be applied in payment of so much of the sum for which the lien exists as is presently payable. Any residue shall be paid to the person whose Lien Default Shares have been sold: (a) if no certificate for the Lien Default Shares was issued, at the date of the sale; or (b) if a certificate for the Lien Default Shares was issued, upon surrender to the Company of that certificate for cancellation but, in either case, subject to the Company retaining a like lien for all sums not presently payable as existed on the Lien Default Shares before the sale.