Common use of Step 1B Clause in Contracts

Step 1B. Azur shall procure that resolutions of the shareholders of Azur are proposed and passed: 1.3.1. approving a reduction in Azur’s authorized but unissued share capital denominated in euro in accordance with section 68 of the 1963 Act (including the deferred shares currently in existence); 1.3.2. approving the increase in Azur’s authorized share capital by the creation of ordinary shares denominated in US Dollars (with a par value of US$0.0001) and deferred shares denominated in US Dollars (with a par value of US$0.0001); 1.3.3. re-designating 4,000,000 issued ordinary shares in Azur into 4,000,000 deferred shares of €0.01 each, which deferred shares will carry no voting rights and no economic value (other than nominal payment on return of capital) and which are to remain in issue in order to comply with Azur’s minimum capitalization requirements pursuant to the Irish Companies (Amendment) ▇▇▇ ▇▇▇▇; 1.3.4. amending the memorandum and Articles of Association of Azur to reflect the above resolutions and to include a provision authorizing the board of Azur to effect the acquisition of euro-denominated shares for nil consideration using the statutory power in section 41(2) of the Companies (Amendment) ▇▇▇ ▇▇▇▇; 1.3.5. authorizing Azur to make a bonus issue of shares to its shareholders using the amounts standing to the credit of the share premium account, and shall procure that all necessary filings in respect of the foregoing are prepared and made as required under the Companies Acts.