The Companies Acts 1862, 1867 and 1877.

Company Limited By Shares.

Memorandum of Association

Of The New Zealand Agricultural Company, Limited.

1.	The name of the Company is "The New Zealand Agricultural Company, Limited."
2.	The registered office of the Company will be situate in England.
3.	The objects for which the Company is established are— (a.) To acquire land and hereditaments of any tenure in New Zealand, and to work, manage, and develope the same in such manner as the Company may think fit, and in particular by farming, stocking, grazing, breeding sheep and cattle, erecting houses, factories, stores and other buildings, by mining, draining, planting and constructing waterworks, gas or other lighting works, canals, reservoirs, wells, aqueducts, embankments, piers, wharves, harbours, roads, railways, tramways and other works and conveniences, by promoting immigration and aiding in the establishment of settlements by leasing and selling land, manufacturing, converting and render- page 19 ing marketable colonial products, and by carrying on any trades, business, or undertakings, the carrying on of which may be deemed by the Company conducive to the development of its property. (b.) To adopt and carry into effect an Agreement, dated the 9th day of December, 1878, and made between George Meredith Bell and others, of the first part; Sir Julius Vogel, K.C.M.G., The Honble. William James Mudie Larnach, of the other part; and Robert Miller Robertson as Trustee for and on behalf of the Company of the third part, with any modifications thereof which may hereafter be agreed to by the Company. (c.) To provide for the religious, sanitary and educational welfare of persons settled on the property of the Company, or in its employment, and in particular by providing churches, chapels, schools, reading rooms, wash-houses, baths, parks and places of recreation, and by granting money. (d.) To establish or aid in the establishment and support of any Associations for the benefit of the Company's tenants, workpeople and others, and in particular Building Societies, Mutual Insurance Clubs, other than for Life Insurance, and Co-operative Stores. (e.) To train persons for carrying on business as Farmers, Graziers, Estate Agents, or otherwise in New Zealand. (f.) To buy sell and deal in all kinds of property in New Zealand and elsewhere, necessary or convenient for the business of the Company, and in particular land, tenements and hereditaments, live stock, wool, consumable goods, hardware, machinery, timber, patent rights, licenses, goods and chattels. (g.) To lend money, to guarantee the performance of page 20 contracts, and to act as agent in the management, sale, and purchase of property of all kinds, and in the collection of debts, valuation of estates and otherwise. (h.) To enter into partnership or into any arrangements for sharing profits with any person, association, or body corporate. To acquire and hold shares or stock in any body corporate or association, having objects altogether or in part similar to those of this Company, or carrying on any business capable of being conducted so as directly or indirectly to benefit this Company. To receive money on deposit at interest or otherwise. (i.) To acquire and undertake all or any part of the business, property, and liabilities of any other Company, person, or Association carrying on any business which this Company is authorized to carry on, or possessed of property suitable for the purposes of this Company. (j.) To procure the incorporation of the Company by Act of Parliament if thought desirable. (k.) To sell, work, manage, lease, develope, improve, mortgage, export, or otherwise deal with the property of the Company. (l.) To do all such things as are incidental or conducive to the attainment of the above objects, or any of them.
4.	The liability of the members is limited.
5.	The capital of the Company is £1,000,000, divided into 50,000 shares of £20 each.