9. Calls on Shares

  

9.1                  General

9.1.1              The Directors may make calls upon the Members in respect of any money unpaid on their Shares, provided that any call is in accordance with the terms on which the Shares are on issue and that no call exceeds one-quarter of the sum of the nominal values of the Shares or will be payable earlier than one month from the date fixed for the payment of the last preceding call.

9.1.2              Each Member shall, upon receiving at least 14 days' notice specifying the time or times and place of payment, pay to the Company at the time or times and place so specified the amount called on his or her Shares.

9.1.3              The Directors may revoke or postpone a call.

9.2                  When Call Made

A call shall be deemed to have been made at the time when the resolution of the Directors authorising the call was passed and may be required to be paid by instalments.

9.3                  Calls on Joint Holders

The joint holders of a Share are jointly and severally liable to pay all calls in respect of the Share.

9.4                  Interest on Unpaid Calls

If a sum called in respect of a Share is not paid before or on the day appointed for payment of the sum, the person from whom the sum is due shall pay interest on the sum from the day appointed for payment of the sum to the time of actual payment at such rate not exceeding the Nominated Interest Rate as the Directors determine, but the Directors may waive payment of that interest wholly or in part.

9.5                  Deemed Calls

Any sum that, by the terms of issue of a Share, becomes payable on allotment or at a fixed date shall for the purposes of this Constitution be deemed to be a call duly made and payable on the date on which by the terms of issue the sum becomes payable, and, in case of non-payment, all the relevant provisions of this Constitution as to payment of interest and expenses, forfeiture or otherwise apply as if the sum had become payable by virtue of a call duly made and notified.

9.6                  Discretion regarding Calls

The Directors may, on the issue of Shares, differentiate between the holders as to the amount of calls to be paid and the times of payment.

9.7                  Payments Made Without Calls

9.7.1              The Directors may accept from a Member the whole or a part of the amount unpaid on a Share although no part of that amount has been called up.

9.7.2              The Directors may authorise payment by the Company of interest upon the whole or any part of an amount so accepted, until the amount becomes payable, at such rate, not exceeding the prescribed rate, as is agreed upon between the Directors and the Member paying the sum.

9.7.3              For the purposes of clause 9.7.2, the prescribed rate of interest is:

9.7.3.1                  if the Company has, by resolution, fixed a rate, the rate so fixed; and

9.7.3.2                  in any other case, the Nominated Interest Rate.