Dec. 22.] THE NEW ZEALAND GAZETTE. 3793

SEAL.

99. The directors shall forthwith provide a common seal for the association, and they shall have power from time to time to destroy the same and substitute a new seal in lieu thereof.

DIVIDENDS.

100. Any profits derived by the association in carrying out its objects shall be applied as follows:—
     (a) Firstly, in accumulating a reserve of such amount as the Board may approve or require which shall be invested in the same manner as the paid-up capital of the association.
     (b) Secondly, in payment of dividends to the members, not exceeding in any case £7 per cent. per annum of the paid-up capital: Provided that no such dividend shall be paid until any loan made by the Board to the association towards the preliminary expenses incidental to its incorporation has been repaid.

101. Subject as aforesaid the association may, in general meeting, declare a dividend, to be paid to the members in proportion to their share capital.

102. No dividend shall be payable except out of the net profits arising from the business of the association, and no dividend shall carry interest as against the association.

103. No larger dividend shall be declared than is recommended by the directors, but the association in general meeting may declare a smaller dividend.

104. The directors shall deduct from the dividend payable to any member all such sums of money as may be due and payable by him to the association on account of calls, instalments, or otherwise, or any debt, liability, or engagement.

105. In case several persons are registered as the joint holders of any shares, any one or more of such persons may give effectual receipts for all dividends and payments on account of dividends in respect of such shares: but the directors may, if they think fit, require the receipt of all the holders of such shares.

106. A transfer of any shares shall not pass the right to any dividend declared thereon before the registration of the transfer.

107. Unless otherwise directed, dividends may be paid by cheques or warrants sent through the post to the registered address of the member or person to whom the dividend is payable, or in case of joint holders of any shares (subject to arrangement between such joint holders consented to by the directors) to that one whose name stands first in the register in respect of such shares, and every cheque or warrant so sent shall be made payable to the order of the person to whom it is sent, but the association shall not be responsible for the loss in transmission of any cheque or warrant so sent, whether sent at the request of a member or otherwise.

ACCOUNTS.

108. The directors shall cause true accounts in such form as shall be approved by the Board to be kept of the sums of money received and expended by the association, and the matters in respect of which such receipts and expenditure take place, and of the assets, credits, and liabilities of the association.

109. The books of accounts shall be kept at the office of the association, or at such other place as the directors think fit.

110. The directors shall from time to time determine whether, and to what extent, and at what times and places, and under what conditions or regulations the accounts and books of the association, or any of them, shall be open to the inspection of members, and no member shall have any right of inspecting any book or document of the association except as conferred by statute or authorized by the directors, or by a resolution of the association in general meeting.

111. At the ordinary general meeting in every year, except the statutory meeting, the directors shall lay before the association a statement of the income and expenditure, and a balance-sheet (in the form prescribed by the Board, or as near thereto as circumstances will admit) containing a summary of the property and liabilities of the association, made up to a date not more than three months before the meeting, from the time when the last preceding statement and balance-sheet were made, and, in the case of the first statement and balance-sheet, from the incorporation of the association.

112. Every such statement shall be accompanied by a report of the directors as to the state and condition of the association, and as to the amount which they recommend to be paid out of the profits by way of dividend or bonus to the members, and the amount standing to the credit of the reserve fund, distinguishing the amount, if any, which they have added to such reserve fund out of profits; and the statement, report, and balance-sheet shall be signed by the chairman, or, in his absence, by at least one director, and countersigned by the secretary.

AUDIT.

113. Once at least in every year the accounts of the association shall be examined and the correctness of the statement and balance-sheet ascertained by one or more auditor or auditors, as required by the Companies Act, 1908. The association shall appoint as auditors such person as the Board shall from time to time direct.

NOTICES.

114. A notice may be served by the association on any member, either personally or by sending it through the post in a prepaid envelope or wrapper addressed to such member at his registered place of address.

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