PRT.AX
For personal use only
Constitution of PRT Company Limited
ACN 000 764 867
The Corporations Act
A company limited by shares
Registered in Australian Capital Territory
Allens is an independent partnership operating in alliance with Linklaters LLP.
For personal use only
Constitution of PRT Company Limited
Contents
General
Certificates for Securities
Forfeiture
Call on Shares and Interest on Sums Due to the Company
Transmission of Securities
Alteration of Capital
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page (i)
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Constitution of PRT Company Limited
Appointment, Removal and Remuneration of Directors
Powers of the Board and Executives
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Constitution of PRT Company Limited
Capitalisation of Profits
Indemnity
Dividend Reinvestment Plans
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For personal use only
Constitution of PRT Company Limited
ACN 000 764 867
Constitution of PRT Company Limited (ACN 000 764 867), a public listed company limited by shares.
General
1 Definitions
The following definitions apply in this Constitution unless the context requires otherwise:
ASX means ASX Limited (ABN 98 008 624 691) or, as the context requires, the financial market known as 'ASX' operated by ASX Limited.
ASX Settlement means ASX Settlement Pty Ltd (ABN 49 008 504 532).
ASX Settlement Operating Rules means the operating rules of ASX Settlement or of any relevant organisation which is an alternative or successor to, or replacement of, ASX Settlement or of any applicable CS facility licensee.
Board means all or some of the Directors for the time being acting as a board. Broadcasting Services Act means the Broadcasting Services Act 1992 (Cth).
Business Day means a day which is not a Saturday, Sunday or a public holiday in Sydney or Canberra and which is a Business Day for the purposes of the Listing Rules.
call includes any instalment of a call and any amount due on the issue of any share. CHESS means the Clearing House Electronic Subregister System.
Company means PRT Company Limited (ACN 000 764 867). Constitution means this constitution.
Corporations Act means the Corporations Act 2001 (Cth) and the Corporations Regulations 2001 (Cth).
CS facility licensee means a person who holds a licence under the Corporations Act that authorises the person to operate a clearing and settlement facility.
Direct Vote means a notice of a shareholder's voting intention delivered to the Company by post, electronic or other means approved by the Board and otherwise in accordance with this Constitution and regulations, rules and procedures made by the Board in accordance with
rule 45.
Director means a person appointed or elected to the office of director of the Company in accordance with this Constitution and, where appropriate, includes an alternate Director.
Dividend means any dividend, including an interim dividend. Exchange means ASX Limited and includes any successor body.
Finance Director means a person appointed as finance director in accordance with rule 57.
Listing Rules means the Listing Rules of the Exchange and any other rules of the Exchange which are applicable while the Company is admitted to the Official List of the Exchange, each as amended or replaced from time to time.
Managing Director means a person appointed as managing director in accordance with rule 57.
Market Transfer means a transfer of securities in the Company where the transfer is pursuant to an Uncertificated Transfer System.
Member means a person entered in the Register as a member for the time being of the Company.
Prescribed Information means information as to whether the shares are held beneficially by the
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