8.(a) The quorum for the transaction of business
at any General Meeting shall be two members present in person or by
proxy. Notwithstanding any provision herein, if the Company has only one
member, the decision of that member shall be taken by way of written
(b) Meetings may be held in Hong Kong or at such other place or places
in the world as the majority of the shareholders in value shall from
time to time by resolution determine.
(c) A resolution in writing signed by at least 75% of the shareholders
and annexed or attached to the General Meetings Minute Book shall be as
valid and effective as a resolution passed at a meeting duly convened.
The signature of any shareholder may be given by his Attorney or Proxy.
Any such resolution may be contained in one document or separate copies
prepared and/or circulated for the purpose and signed by one or more
(d) Where the Company has only one member and that member takes any
decision that may be taken by the Company in General Meeting and that
has effect as if agreed by the Company in General Meeting, he shall
(unless that decision is taken by way of a resolution in writing duly
signed by him) provide the Company with a written record of that
decision within 7 days after the decision is made.
9.Unless and until otherwise determined by an ordinary resolution of the
Company, the minimum number of director(s) shall be one and there shall
be no maximum number of directors.
10. The first director(s) of the company is/are the person(s) named as
the director(s) in the Incorporation Form delivered to the Registrar of