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Rainbow Ranche Collection

Special Resolution of the Rainbow Ranche Limited by James Goldie, July 21, 1930 Goldie, James Jul 21, 1930

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Full Text

Special Resolution,
At a general meeting of the members of the Rainbow Stench e
Limited, duly convened and held at the office of the Company
near Okanagan Centre, B. C, on Monday the 21st day of Xulyl930,
at the hour of 2.00 p. m* o'clock in the afternoon, the following special resolution was duly passed:-
"Be it resolved that the Articles of Association of this
Company at present in force be repealed, and the following
substituted therefor,-
1. The Regulations contained in Table "A" in the First Schedule
to the "Companies Act being Chapter 11, S. B. C. 1929 shall
appiy to this Company save in so far as they are hereby excluded,
varied, modified, substituted or added to.
2. The following clause is hereby added to said Table "A" as
Clause 44 (a):
fA lesolution(other than a special or extraordinary resolution) assented to and adopted in writing under the hands of all the
members, though not passed at a general meeting, shall be of- the
same force and effect as if it had been du&y passed at a general U
meeting duly convened, and no previous noticeIof or convening of any
meeting for the purpose of passing such resolution shall in such
case be deemed to have been necessary whether the business transacted thereat is special or not, and in case any member is absent
from the Province of British Columbia, he may signigy his assent
to any such Resolution in writing under his hand, or by telegram
or cable*, and clauses 34 and 96 of said Table "A" are hereby
modified accordingly.
0        3.  The following clause is hereby added to said Table "A" as
clause 44 (b):
TAt any general meeting if all the members of the Company
are present the said members may waive the necessity of the giving
of any previous notice of such meeting, and an entry on the minute
^\ book of such waiver shall be sufficient evidence of the due con
vening of the meeting*.
4.  The following clause is hereby added to said Table "A" as clause
clause 60 (a):
rA Resolution assented to arid adopted in writing^under the
hands..of the Directors, though not passed at a Directors1* meeting,
shall be of the same foree and effect as if it had been passed at
a Directors1 meeting duly held, and  in case a Direetor is absent
from the Province of British Columbia he may signify his assent to
any such resolution in writing under his hand or by telegram or
calle*. SIPS 
Okanagan Centre, B.C.
5*  Sub-clause (e) of clause 62 of the said Table fA" is hereby
6.  The following clause is hereby added to said Table "A" as
clause 62 (a):
*A director may hold any other office under the Company In
conjunction with the office of director and on such terms as to
remuneration and otherwise as the directors may arrange*.
7*  The following clause is hereby added to said Table "A" as
clause 62 (b):
rIfo director shall be disqualified by his office from contracting with the Company either as vendor, purchaser, or otherwise, nor
shall any such contract or any contract or arrangement entered
into by or on behalf of the Company in which any director shall be
in any way interested, be avoided, nor shall any director so contracting or being so interested be liable to account to the Company
>"""v for any profit realized by any such contract or arrangement b§r
reason of such director holding that office or of the fiduciary
KJ relation


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