NEW ZEALAND GAZETTE

No. 126

ALTERATION OF MEMORANDUM OF ASSOCIATION

DB Kiwi Foundation Limited

Notice of Extraordinary General Meeting to Pass Special Resolution to Amend Memorandum of Association

Pursuant to Sections 15A and 18 of the Companies Act 1955

Notice is hereby given that an extraordinary general meeting of shareholders of DB Kiwi Foundation Limited will be held at the registered office of the company at Level 8, 23 Customs Street East, Auckland on the 3rd day of September 1993 at 10 a.m. One of the items of business of the meeting will be to consider, and if thought fit, to pass the following special resolution:

That the memorandum of association of the company be altered as follows:

By the deletion of clauses 5 and 6 of the memorandum of association and by the substitution therefor of the following clauses:

5. The company shall have the following objects and no others:

"(a) To promote any amateur game or sport where that game or sport is conducted for the recreation or entertainment of the general public.

"(b) To raise funds and apply the same for every purpose which is recognised as being charitable under the law of New Zealand, including the relief of poverty, the advancement of education or religion or any other purpose beneficial to the community, but so that the furtherance of this object shall always remain the secondary or minor purpose for which the company is established, and the directors shall ensure compliance with this object by allocating in every year at least 80 percent of the net receipts of the company, after deductions for general operating expenses, for the furtherance of the object stated in paragraph (a) above.

"(c) No financial assistance will be given to any organisation for the general purposes of that organisation, or for the purposes of subsidising that organisation’s general expenses.

6. In the furtherance of its objects the company and its officers shall be subject to the following restrictions:

"(a) Both the capital and the income of the company is to be applied, after the deduction of the general operating expenses, for the furtherance of the company’s objects; provided, however, that the directors shall be empowered to reserve such profits of the company as are required for the development of the company’s income or capital earning operations, and to use the capital of the company commercially in such operations.

"(b) On the winding up, dissolution, or upon any reduction in the capital of the company, the net assets available for distribution shall be applied only in a manner which furthers the objects of the company, and in no circumstances is an individual to receive any private pecuniary profit otherwise than as a beneficiary and as a consequence of the application of the company’s funds in furtherance of its objects.

"(c) No ‘associated person’ as that term is defined in the Income Tax Act 1976, director or shareholder, of the company is to receive any income or benefit directly or indirectly from the company, or from the application of any of the company’s capital or income.

7. The company shall have the power to raise funds for the furtherance of its objects by way of carrying on any business, or soliciting any funds by way of public subscription, accepting donations or leasing or buying or selling any property or whether in the nature of corporeal or incorporeal rights.

8. The company shall have the rights, powers and privileges of a natural person as provided by section 15A of the Companies Act 1955.

Dated this 26th day of August 1993.

For and on behalf of DB Kiwi Foundation Limited:

J. J. SHAW, Company Secretary.

am/7178

PARTNERSHIP NOTICES

Beattie Rickman

Notice of Retirement

The partners of Beattie Rickman, chartered accountants of Hamilton, advise that, as from the 1st day of April 1990, Mr I. S. Beattie retired from the partnership. From that date, he has acted as a consultant to the firm and continues to act in that capacity.

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