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ASX Release: Thursday 18 November 2021
New Constitution
Quickstep Holdings Limited (ASX:QHL) (Company) has advised today that the shareholders of the Company passed all resolutions considered at the Company's Annual General Meeting.
Attached is the new Constitution of the Company as approved by shareholders at the Annual General Meeting.
Authorised for release by:
Jillian McGregor
Company Secretary
Principal address: 361 Milperra Road | Tel: (02) 9774 0300 | ASX Code: QHL |
Bankstown Airport NSW 2200 | Fax: (02) 9771 0256 | |
www.quickstep.com.au | Email: info@quickstep.com.au | |
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Constitution of
Quickstep Holdings Limited
ACN 096 268 156
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Table of Contents
1. | Definitions and interpretation | 1 |
1.1 | Definitions | 1 |
1.2 | Interpretation | 2 |
1.3 | Replaceable rules | 3 |
1.4 | Compliance with the Corporations Act | 3 |
1.5 | Transitional | 3 |
1.6 | Listing Rules and ASX Settlement Operating Rules only apply if Company is listed | 3 |
1.7 | Constitution subject to Listing Rules if the Company is listed | 4 |
2. | Capital | 4 |
2.1 | Power of Directors to issue Shares and other securities | 4 |
2.2 | Preference Shares | 4 |
2.3 | Classes of Shares | 5 |
2.4 | Brokerage | 5 |
2.5 | Non-recognition of equitable or other interests | 5 |
3. | Alteration of capital | 6 |
3.1 | Power to alter capital | 6 |
3.2 | Power to buy back Shares | 6 |
4. | Certificates | 6 |
4.1 | Uncertificated holdings | 6 |
4.2 | Certificates | 6 |
5. | Transfer of Shares | 6 |
5.1 | Transfer of Shares | 6 |
5.2 | Registration of written transfers | 7 |
5.3 | Refusing a transfer | 7 |
5.4 | Notice of non-registration | 8 |
5.5 | Suspension of transfers | 8 |
6. | Transmission of Shares | 8 |
6.1 | Transmission of Shares on death | 8 |
6.2 | Transmission of Shares by operation of Law | 8 |
6.3 | Dividends and other rights | 9 |
7. | Calls on Shares | 9 |
7.1 | Calls | 9 |
7.2 | Liability of joint holders for calls | 10 |
7.3 | Interest on unpaid amounts | 10 |
7.4 | Fixed sums taken to be called | 10 |
7.5 | Prepayments of calls | 10 |
8. | Lien on Shares | 10 |
8.1 | Company has lien | 10 |
8.2 | Exercise of lien | 11 |
8.3 | Completion of sale | 11 |
8.4 | Application of proceeds of sale | 11 |
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Table of Contents (ctd)
9. Forfeiture and surrender of Shares
- Liability to forfeiture
- Surrender of Shares
- Power to forfeit
- Notice of forfeiture
- Powers of Directors
- Consequences of forfeiture
- Evidentiary matters
- Transfers after forfeiture and sale
- Fixed amounts taken to be calls
10. Sale of small holdings of Shares
- Definitions
- Disposal Notice
- Limits on Company's power to sell
- Sale of Shares
- Proceeds and costs of sale
- Effect of sale
- Further action
- Registration of transfer
- Where Shares of 2 or more Members sold
- Rights of purchaser
- Limit on Member's remedies
11. Proportional takeover approval provisions
- Interpretation
- Transfers prohibited without approval
- Meetings
- Deemed approval
- Proportional Bid rejected
- Duration of clause
12. General meetings
- Power of Directors to convene
- Notice of general meetings
- Annual general meetings
- Quorum
- If a quorum not present
- Chairing meetings
- Adjournments
- Voting at general meetings
- Procedure for polls
- Chairperson's casting vote
- Representation and voting of Members
- Joint holders
- Members of unsound mind and minors
- Restriction on voting rights - unpaid amounts
- Objections to qualification to vote
- Direct voting
- Number of proxies
- Form of proxy
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For personal use only
Table of Contents (ctd)
- Where proxy is incomplete
- Lodgement of proxies
- Validity of proxies
- Right of officers and advisers to attend general meeting
- Use of technology
- Minutes
13. Appointment, removal and remuneration of Directors
- Appointment and removal
- No Share qualification
- Retirement at each annual general meeting
- Remuneration
- Vacation of office
- Retiring allowance for Directors
14. Powers and duties of Directors
- Powers of Directors
- Appointment of attorneys and representatives
- Negotiable instruments and electronic payments
15. Proceedings of Directors
- Proceedings
- Meetings by electronic means
- Quorum at meetings
- Chairperson of Directors
- Proceedings at meetings
- Disclosure of interests
- Alternate Directors and attendance by proxy
- Vacancies
- Committees
- Written resolutions
- Minutes
- Defects in appointments
16. Managing Director
- Power to appoint Managing Director
- Delegation of powers to Managing Director
17. Secretaries and other officers
- Secretaries
- Other officers
- Execution of documents
- Inspection of records
19.1 Inspection of records
20. Dividends, reserves and distributions
- Power to pay Dividends
- Crediting of Dividends
- Reserves
- Deduction of unpaid amounts
- Distribution in kind
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Disclaimer
Quickstep Holdings Limited published this content on 18 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 November 2021 05:11:06 UTC.