Common use of Transfer of Registered Shares Clause in Contracts

Transfer of Registered Shares. 12.1. An instrument of transfer shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Limited (the “Company”) FOR VALUE RECEIVED……………….. [amount] , I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] , [number] [name of class of shares] of the Company. DATED this [date] Signed by: In the presence of: Transferor Witness Transferee Witness 12.2. Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) the transferor and transferee, provided that, in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been transferred to the transferee in the Register of Members. 12.3. The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing the right of the transferor to make the transfer. 12.4. The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member may transfer any such share to the executors or administrators of such deceased Member. 12.5. The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a share. If the Board refuses to register a transfer of any share the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal. 12.6. Despite anything to the contrary contained in the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt from any present or future lien in favour of the Company that might otherwise arise and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made under, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that fact.

Transfer of Registered Shares. 12.1. 12.1 An instrument of transfer shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Xinhua Finance Media Limited (the “"Company”") FOR VALUE RECEIVED……………….. RECEIVED __________________ [amount] ], I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] ], [number] [name of class of shares] shares of the Company. DATED this [date__] day of [____], 200[_] Signed by: In the presence of: ------------------------------------- ---------------------------------------- Transferor Witness ------------------------------------- ---------------------------------------- Transferee WitnessWitness Exhibit 12.2. 12.2 Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) of the transferor and transferee, provided that, in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been transferred to the transferee in the Register of Members. 12.3. 12.3 The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing to show the right of the transferor to make the transfer. 12.4. 12.4 The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member may transfer any such share to the executors or administrators of such deceased Member. 12.5. 12.5 The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a share. If the Board refuses to register a transfer of any share the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal. 12.6. Despite anything to the contrary contained in the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt from any present or future lien in favour of the Company that might otherwise arise and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made under, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that fact.

Transfer of Registered Shares. 12.1. 12.1 The following transfer restrictions are in addition to any transfer restrictions that may apply pursuant to the terms of any contract or other agreement between the Shareholders as among themselves or with any third parties or that the Company may enter into with any of its Shareholders. 12.2 An instrument of transfer shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Limited (the “Company”) FOR VALUE RECEIVED……………….. [amount] …………………….[amount], I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] ], [number] [name of class of shares] shares of the Company. DATED this [date[ ] day of [ ], 20[ ] Signed by: In the presence of: Transferor Witness Transferee Witness 12.2. 12.3 Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) of the transferor and transferee, provided thatprovided, that in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been registered as having been transferred to the transferee in the Register of MembersShareholders. 12.3. 12.4 The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing to show the right of the transferor to make the transfer. 12.4. 12.5 The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member Shareholder may transfer any such share to the executors or administrators of such deceased MemberShareholder. 12.5. 12.6 The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a shareshare if, and only if, all applicable consents, authorisations and permissions of any governmental body or agency in Bermuda have not been obtained. If the Board refuses to register a transfer of any share share, the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal. 12.6. Despite anything to the contrary contained in the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt from any present or future lien in favour of the Company that might otherwise arise and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made under, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that fact.

Transfer of Registered Shares. 12.1. 12.1 An instrument of transfer shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Limited (the “Company”) FOR VALUE RECEIVED……………….. RECEIVED [amount] ], I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] ], [number] [name of class of shares] shares of the Company. DATED this [date] Signed by: In the presence of: Transferor Witness Signed by: In the presence of: Transferee Witness 12.2. 12.2 Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) the transferor and transferee, provided that, in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been registered as having been transferred to the transferee in the Register of Members. 12.3. 12.3 The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing the right of the transferor to make the transfer. 12.4. 12.4 The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member may transfer any such share to the executors or administrators of such deceased Member. 12.5. 12.5 The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a shareshare which is not fully paid up. The Board shall refuse to register a transfer unless all applicable consents, authorisations and permissions of any governmental body or agency in Bermuda have been obtained. If the Board refuses to register a transfer of any share the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal. 12.6. Despite 12.6 Shares may be transferred without a written instrument if transferred by an appointed agent or otherwise in accordance with the Act. 12.7 Notwithstanding anything to the contrary contained in these Bye-laws, shares that are listed or admitted to trading on an appointed stock exchange may be transferred in accordance with the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any rules and regulations of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt from any present or future lien in favour of the Company that might otherwise arise and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made under, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that factsuch exchange.

Transfer of Registered Shares. 12.1. 12.1 The following transfer restrictions are in addition to any transfer restrictions that may apply pursuant to the terms of any contract or other agreement between the Shareholders as among themselves or with any third parties or that the Company may enter into with any of its Shareholders. 12.2 An instrument of transfer shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Limited (the “Company”) FOR VALUE RECEIVED……………….. [amount] …………………….[amount], I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] ], [number] [name of class of shares] shares of the Company. DATED this [date[ ] day of [ ], 20[ ] Signed by: In the presence of: _________________ _________________ Transferor Witness _________________ _________________ Transferee Witness 12.2. 12.3 Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) of the transferor and transferee, provided thatprovided, that in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been registered as having been transferred to the transferee in the Register of MembersShareholders. 12.3. 12.4 The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing to show the right of the transferor to make the transfer. 12.4. 12.5 The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member Shareholder may transfer any such share to the executors or administrators of such deceased MemberShareholder. 12.5. 12.6 The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a shareshare if, and only if, all applicable consents, authorisations and permissions of any governmental body or agency in Bermuda have not been obtained. If the Board refuses to register a transfer of any share share, the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal. 12.6. Despite anything to the contrary contained in the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt from any present or future lien in favour of the Company that might otherwise arise and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made under, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that fact.

Transfer of Registered Shares. 12.111.1. Shares may be transferred without a written instrument if transferred by an appointed agent or otherwise in accordance with the Act. 11.2. Notwithstanding anything to the contrary in these Bye-laws, shares that are listed or admitted to trading on an appointed stock exchange may be transferred in accordance with the rules and regulations of such exchange. 11.3. An instrument of transfer for shares which may not be transferred pursuant to either Bye-law ‎11.1 or Bye-law ‎11.2 shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Limited (the “Company”) FOR VALUE RECEIVED……………….. RECEIVED [amount] ], I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] ], [number] [name of class of shares] shares of the Company. DATED this [date] Signed by: In the presence of: Transferor Witness Transferee Witness 12.211.4. Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) of the transferor and transferee, provided that, in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been registered as having been transferred to the transferee in the Register of Members. 12.311.5. The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing the right of the transferor to make the transfer. 12.411.6. The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member may transfer any such share to the executors or administrators of such deceased Member. 12.511.7. The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a shareshare which is not fully paid up. If the The Board refuses shall refuse to register a transfer unless all applicable consents, authorisations and permissions of any share governmental body or agency in Bermuda have been obtained. The Board shall have the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send authority to the transferor and transferee notice of the refusal. 12.6. Despite anything to the contrary contained in the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt request from any present or future lien in favour of the Company that might otherwise arise Member, and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made undersuch Member shall provide, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that fact.such information

Transfer of Registered Shares. 12.111.1. Shares may be transferred without a written instrument if transferred by an appointed agent or otherwise in accordance with the Act. 11.2. Notwithstanding anything to the contrary in these Bye-laws, shares that are listed or admitted to trading on an appointed stock exchange may be transferred in accordance with the rules and regulations of such exchange. 11.3. An instrument of transfer for shares which may not be transferred pursuant to either Bye-law 11.1 or Bye-law 11.2 shall be in writing in the form of the following, or as near thereto as circumstances admit, or in such other form as the Board may accept: Transfer of a Share or Shares Xxxxxxxx.xxx Limited (the “Company”) FOR VALUE RECEIVED……………….. RECEIVED [amount] ], I, [name of transferor] hereby sell, assign and transfer unto [transferee] of [address] ], [number] [name of class of shares] shares of the Company. DATED this [date] Signed by: In the presence of: Transferor Witness Transferee Witness 12.211.4. Such instrument of transfer shall be signed by (or in the case of a party that is a corporation, on behalf of) of the transferor and transferee, provided that, in the case of a fully paid share, the Board may accept the instrument signed by or on behalf of the transferor alone. The transferor shall be deemed to remain the holder of such share until the same has been registered as having been transferred to the transferee in the Register of Members. 12.311.5. The Board may refuse to recognise any instrument of transfer unless it is accompanied by the certificate in respect of the shares to which it relates and by such other evidence as the Board may reasonably require showing the right of the transferor to make the transfer. 12.411.6. The joint holders of any share may transfer such share to one or more of such joint holders, and the surviving holder or holders of any share previously held by them jointly with a deceased Member may transfer any such share to the executors or administrators of such deceased Member. 12.511.7. The Board may in its absolute discretion and without assigning any reason therefor refuse to register the transfer of a shareshare which is not fully paid up. The Board shall refuse to register a transfer unless all applicable consents, authorisations and permissions of any governmental body or agency in Bermuda have been obtained. The Board shall have the authority to request from any Member, and such Member shall provide, such information as the Board may reasonably request for the purpose of determining whether the transfer of any share requires such consent, authorisation or permission and whether the same has been obtained. If the Board refuses to register a transfer of any share share, the Secretary shall, within three months after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal. 12.6. Despite anything to the contrary contained in the Memorandum or the Articles, the following provisions apply where a Member creates a Charge over any of the Member’s shares (the “Charged Shares”) pursuant to an instrument in writing (the “Security Document”): (a) the Directors must promptly register (and may not decline to register) any transfer of any Charged Shares to any person made under, or in connection with, the Security Document; (b) no fee is payable in relation to the registration of any transfer of any Charged Shares made under, or in connection with, the Security Document; (c) no suspension of the registration of transfers of shares will apply to any transfer of any Charged Shares made under, or in connection with, the Security Document; (d) all Charged Shares are exempt from any present or future lien in favour of the Company that might otherwise arise and the forfeiture provisions of the Articles; and (e) a written notice from an authorised signatory or agent of the Chargee that: (i) a transfer of Charged Shares is being made under, or in connection with, the Security Document; or (ii) those Charged Shares remain subject to the Charge, will (in the absence of fraud) be conclusive evidence of that fact.