8. Liens

  

8.1      First and Paramount Liens

8.1.1              The Company has a first and paramount lien on every Share (not being a fully paid Share) for all money (whether presently payable or not) called or payable at a fixed time in respect of that Share.

8.1.2              The Company also has a first and paramount lien on all Shares (other than fully paid Shares) registered in the name of a sole holder for all money presently payable by him or her or his or her estate to the Company.

8.1.3              The Directors may at any time exempt a Share wholly or in part from the provisions of this clause.

8.1.4              The Company's lien (if any) on a Share extends to all dividends payable in respect of that Share.

8.2      Sale of Shares Over Which Company Has a Lien

8.2.1              Subject to clause 8.2.2, the Company may sell, in such manner as the Directors think fit, any Shares on which the Company has a lien.

8.2.2              A Share on which the Company has a lien shall not be sold unless:

8.2.2.1          a sum in respect of which the lien exists is presently payable; and

8.2.2.2                  the Company has, not less than 14 days before the date of the sale, given to the registered holder for the time being of that Share or the person entitled to that Share by reason of the death or bankruptcy of the registered holder, a notice in writing setting out, and demanding payment of, such part of the amount in respect of which the lien exists as is presently payable.

8.3      Method of Sale

8.3.1        For the purpose of giving effect to a sale referred to in clause 8.2, the Directors may authorise a person to transfer the Shares sold to the purchaser of the Shares.

8.3.2        The Company shall register the purchaser as the holder of the Shares comprised in any such transfer and the purchaser is not bound to see the application of the purchase money.

8.3.3        The title of the purchaser to the Shares is not affected by any irregularity or invalidity in connection with the sale.

8.4      Proceeds of Sale

The proceeds of a sale referred to in clause 8.2 shall be applied by the Company in payment of such part of the amount in respect of which the lien exists as is presently payable, and the residue (if any) shall (subject to any like lien for sums not presently payable that existed over the Shares before the sale) be paid to the person entitled to the Shares at the date of the sale.