VIII.—Powers of the Board.
37. The Board shall, subject to the control of
Board to conduct business subject to General meeting.
General Meetings, but not so as to render invalid any act done by the Board before the resolution thereon of a General Meeting, conduct and manage all the business and affairs of the Company, and shall exercise all the powers, authorities, and discretions of the Company, except only such of them as under the Statutes and these presents are expressly directed to be exercised by General Meetings.
page 22
Board may appoint Manager, Agent, &c.
38. The Board may from time to time appoint and remove any person as Manager of the Company, under the title of "Managing Director," or as Agent, or Superintendent, upon such terms of remuneration (either by way of fixed salary or participation in profits or both), and subject to such rules and regulations, and with such powers and authority, as the Board may from time to time fix and determine.
Member of Board may be appointed Managing Director.
39. The Board may from time to time appoint one of their number or any other person to manage the Company, as Manager or Managing Director, upon such terms of remuneration (either by way of fixed salary or participation in profits or both), and subject to such rules and regulations with such powers and authority as the Board may from time to time fix and determine, and the Board may likewise cancel any such appointment.
London Agent may be appointed by Board
40. The Board may from time to time appoint any Agent or Representative of the Company in London, or in any country or place, upon such terms and with such remuneration as the Board shall think fit, and may from time to time remove such Agent or Representative, and appoint another in his room.
Delegation power of Board to Agent.
41. The Board may from time to time delegate to any such Agent or Representative all, or any of the powers and authorities of the Board; but no person except the Board and persons authorised in writing by them, and acting within the limits of the authority so given, shall have any authority to make, accept, or indorse any promissory note or bill of exchange on behalf of the Company, or to enter into any contract or engagement so as to impose thereby any liability on
page 23.gif)
the Company, or otherwise to pledge the credit of the Company.
42. Every account of the Board, when audited and
Accounts conclusive when, &c
approved by a General Meeting, shall be conclusive, except as regards any error discovered therein within two months next after the approval thereof.
43. Whenever such error is discovered within that
Discovery of error therein.
period, the account shall be forthwith corrected, and shall thenceforth be conclusive.