Page 39 Advertisements Column 3

Press, 27 September 1988, Page 39

Public Notices NOTICE OF ANNUAL GENERAL MEETING THE sixty second Annual General Meeting of S.I.M.U. Mutual Insurance Association will be held at Latimer Lodge, Cnr Worcester Street and Latimer Square on Thursday, October 20, 1988, at 8.00 p.m. ORDINARY BUSINESS 1 To receive Directors' Report and Annual Statement of Accounts for year ended June 30, 1988. 2To elect two Directors. Messrs R. A. Ayton and T. J. Chamberlain retire by rotation and, being eligible, offer themselves for reelection. 3To fix remuneration of Directors. Members will be , asked to approve an Increase in Directors’ fees for the holding company from $38,000 to $42,000. 3 To record the reappointment of Arthur Young as auditors. STo consider such other business as may properly be brought before the meeting. SPECIAL BUSINESS 6 To consider and, If thought fit, to pass resolutions concerning re-reglstratlon of the company, a change of name and amendments to the Memorandum and Articles of Association as detailed on page 18 as Special Resolutions. Copies of the Memorandum and Articles of Association in the proposed form are available at any of the Association’s offices. Proxies: Any member entitled to attend and vote at the meeting may appoint a proxy to attend and vote on his behalf. Any person so appointed must be a member of the Association. Proxy forms are available at any of the Association’s offices. Copies of the Annual Accounts are available at the Association’s Office. By Order of the Board D. G. NICOLSON Secretary August 26, 1988 SPECIAL BUSINESS PROPOSED SPECIAL RESOLUTIONS 1 THAT the Association be authorised and directed to apply to be registered under section 30 (l)(a) of the Companies Act 1955 as a company limited by guarantee. 2 THAT the name- of the Association SIMU MUTUAL INSURANCE ASSOCIATION be changed to SIMU MUTUAL INSURANCE LIMITED. 3 THAT the Memorandum of Association be altered by: (a) Deleting clause 1 and substituting the following: “1. The name of the Company Is SIMU MUTUAL INSURANCE LIMITED.” (b) Deleting clause 2. (c) Deleting clause 3 and substituting the following: “2. The liability of the members Is limited.” (d) Deleting clause 4 and substituting the following: “3. Every member of the Company undertakes to contribute to the assets of the Company In the event of Its being wound up while he Is a member, or within one year afterwards, for payment of the debts and liabilities of the Company contracted before he ceases to be a member, and the costs, charges, and expenses of wlndlng-up, and for the adjustment of the rights of the contributories among themselves, such amount as may be required not exceeding ONE DOLLAR ($1.00). 4 THAT pursuant to section 15A (5) of the Companies Act the Company shall have the rights powers and privileges of a natural person (including the powers contained In section 15A (1) (a)-(h) Inclusive of the Companies Act 1955, except insofar as the exercise of those rights powers and , privileges may be restricted or prohibited. 5 THAT the Articles of Association be revoked and the Articles of Association submitted to this Meeting and for the purpose of Identification signed by a Director of the Company be and the same are hereby approved and adopted as the Articles of Association of the Company. SPECIAL BUSINESS EXPLANATORY NOTES Resolution 1: At present the Association is an unlimited company. The Directors recommend that the Association takes advantage of a provision in the Companies Act whereby an unlimited company may be re-registered as a company limited by guarantee. The Memorandum of Association will limit the liability of each member in the event of winding up to $l.OO. Resolution 2: As a consequence of re-reglstratlon the word “Limited” needs to be added to the name. It is suggested this replace “Association.” Resolutions 3 and 4: Some amendments to the Memorandum of Association are necessary as a consequence of re-registration as a company limited by guarantee. The opportunity is also being taken to give to the company the objects and powers of a natural person in line with current commercial practice. Resolution 5: A consequence of re-registration is that the Articles of Association require to be amended to accord with the new structure. It is also proposed to make some variations to the existing Articles and to incorporate previous amendments. The existing Articles will be revoked in their entirety and a new set substituted. The more substantial amendments to the Articles of Associalton, using the clause numbers of the proposed set, are: Clause 1: The reference to Table A is replaced by Table C. Clause 3: The proposed number of members is 300,000. The requirement to pay a pro forma premium has been deleted. References to liability of the members’ to pay levies have been omitted. Clause 5: Contracts of insurance will be available only to members unless the Directors in their absolute discretion waive the membership re? qulrement for any particular person or persons or class of persons or holders of particular contracts of insurance. Clause 6: Membership of the company shall cease when no contracts of insurance are held, unless a new contract is taken out within a twelve month period. Clause 7: The Directors may cancel the membership of any member. Clause 10: The names of approved motor organisations have been brought up to date. The extensive provisions for premiums or levies to cover the Indebtedness of the company have been deleted. The provisions concerning insurance covers have been deleted, as these are incorporated in each contract of insurance. Clause 12: The number of members required to requisition a meeting of the company has been set at 100. Clause 18: The quorum for general meetings has been set at 100 members, present personally or by proxy. Clause 20: If at any general meeting the Chairman is not present within 15 minutes the meeting is to elect a Chairman from among other Directors who are present. SATURDAY ADVKRTISBRS Run-on Deadline 3.30 p.m. Friday prior. PHONS 792-440