MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE TAXATION INSTITUTE OF HONG KONG

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The Taxation Institute of Hong Kong

tihkadm@tihk.org.hk

ARTICLES OF ASSOCIATION
OF
THE TAXATION INSTITUTE OF HONG KONG
(香港稅務學會)

Voting at General Meetings

60. Every Member (not being an Honorary Member) shall be entitled to one vote at General Meetings, whether the vote be taken by a show of hands or a poll.

61. A Member qualified to vote, being personally present at any General Meeting, may decline to vote on any question before the Meeting, but shall not by so declining be considered absent from the meeting.

62. On a poll votes may be given either personally or by proxy, and a proxy shall be rendered invalid by the appointer himself voting at the meeting for which such proxy was given.

63. No Member shall be entitled to be present or to vote, either personally or by proxy, at any General Meeting, or upon a poll, or to be reckoned in a quorum, who is in arrears with any subscription or sum payable by him to the Institute.

64. The instrument appointing a proxy shall be in writing under the hand of the appointer, and the person so appointed must himself be a Member of the Institute entitled to attend and vote at such meeting for which the proxy was given.

65. The instrument appointing a proxy shall be deposited at the registered office of the Institute, or at such other place in Hong Kong as is specified for that purpose in the notice convening the meeting not less than forty-eight hours before the time for holding the meeting or adjourned meeting at which the person named in the instrument proposes to vote, or in the case of a poll not less than twenty-four hours, before the time appointed for the taking of the poll, and in default, the instrument of proxy shall be treated as invalid.

66. An instrument appointing a proxy shall be in the following form or a form as near thereto as circumstances admit: -

"THE TAXATION INSTITUTE OF HONG KONG
(香港稅務學會)

I, ........................................................................................... of ................................................................................... being a Member of the above-named Institute, hereby appoint ................................................................................................... of ................................................................................ or failing him ................................................................................ of ..............................................................................as my proxy to vote for me on my behalf at the (Annual or Extraordinary, as the case may be), General Meeting of the Institute to be held on ..................................................... day of .................................19............................... , and at any adjournment thereof.

Signed this......................... day of ........................................19 ..............."

67. Where it is desired to afford Members an opportunity of voting for or against a resolution the instrument appointing a proxy shall be in the following form or a form as near thereto as circumstances admit:-

"THE TAXATION INSTITUTE OF HONG KONG
(香港稅務學會)

I, ........................................................................................... of ................................................................................... being a Member of the above-named Institute, hereby appoint ................................................................................................... of ............................................................................... or failing him ................................................................................ of ............................................................................... as my proxy to vote for me on my behalf at the (Annual or Extraordinary, as the case may be), General Meeting of the Institute to be held on ....................................................... day of .................................19............................... , and at any adjournment thereof.

Signed this......................... day of........................................ 19.................

This form is to be used * in favour/against the resolution.

Unless otherwise instructed, the proxy will vote as he thinks fit.

* Strike out whichever is not desired."

68. The instrument appointing a proxy shall be deemed to confer authority to demand or join in demanding a poll.

69. A vote given in accordance with the terms of an instrument of proxy shall be valid notwithstanding the previous death or insanity of the principal or revocation of the proxy or of the authority under which the proxy was executed, provided that no intimation in writing of such death, insanity or revocation as aforesaid shall have been received by the Institute at its office before the commencement of the meeting or adjourned meeting at which the proxy is used.

70. No objection shall be made to the validity of any vote except at the meeting or poll at which such vote shall be tendered and every vote not disallowed at such meeting or poll shall be valid. The Chairman at the Meeting shall be the sole and absolute judge of the validity of every vote tendered at any meeting or poll.


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