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The Pamphlet Collection of Sir Robert Stout: Volume 68

Borrowing Powers

Borrowing Powers.

44. The Directors may from time to time at their discretion borrow from the Directors or other persons any sum or sums of money for the purposes of the Company, but so that the moneys at anytime owing shall not, without the sanction of a general meeting, exceed the nominal amount of the capital. The Directors may raise or secure the repayment of such moneys in such manner and upon such terms and conditions in all respects as they think fit, and in particular, by the issue of debentures or bonds of the Company, or by the creation of debenture stock, or by making, drawing, accepting, or indorsing on behalf of the Company any promissory notes or bills of exchange, or giving or issuing any other security of the Company, or by mortgage or charge of all or any part of the property (both present and future) of the Company and of its uncalled capital for the time being.

45. Every debenture or other instrument for securing the payment of money issued by the Company may be so framed that the moneys thereby secured shall be assignable free from any equities between the Company and the person to whom the same may be issued. Any page 10 debentures, bonds, or other instruments or securities may be issued at a discount premium or otherwise, and with any special privileges as to redemption, surrender, drawings, allotment of shares or otherwise.

46. The Directors shall cause a proper Register to be kept in accordance with Section 78 of the "Companies Act, 1882," of all mortgages and charges specially affecting the property of the Company.

47. If any uncalled capital of the Company is included in or charged by any mortgage or other security, the Directors may delegate to any person as trustee for the person in whose favour such mortgage or security is executed, the power to make calls on the members in respect of such uncalled capital, and to sue in the name of the Company, or otherwise, for the recovery of moneys becoming due in respect of calls so made, and to give valid receipts for such moneys, and the power so delegated shall subsist during the continuance of the mortgage security notwithstanding any change of Directors, and shall be assignable.