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Company Limited by Guarantee ARTICLES of ASSOCIATION OF CERTIFIED TRUE COPY Dire or/Company Secretary THE COMPANIES ORDINANCE (CAP. 622) Company Limited by Guarantee ARTICLES OF ASSOCIATION OF CRICKET HONG KONG LIMITED Adopted by special resolution of the Company passed on 27 October 2018 Minter Ellison I Ref: GFK 1145934 Articles of Association I page 1 HK1_3378512_8 Articles of Association Cricket Hong Kong Limited 1. Defined terms and interpretation 5 1.1 Defined terms 5 1.2 Interpretation 7 2. Model Articles - Not Applicable 7 3. Name of the Company 7 4. Registered office 7 5. Limitation of liability 7 5.1 Members' liabilities 7 5.2 Liability or contribution of Members 7 6. Objects 8 7. Jurisdiction 8 8. Powers 8 8.1 Application of income and property 8 8.2 Officers' expenses 9 8.3 Disposal of Assets after Winding-Up or Dissolution 9 8.4 General 10 8.5 Powers 10 9. Membership 12 9.1 Register of Members 12 9.2 Classes of Membership 12 9.3 Number of Members 12 9.4 Eligibility and admission 12 9.5 Timing of Admission 14 9.6 Adjustment to lower Membership Level 14 9.7 Member restructure 14 9.8 Motion for suspension or termination 15 9.9 Bankruptcy or liquidation 15 9.10 Resignation 15 9.11 Consequences of suspension and termination 16 9.12 Subscriptions 16 9.13 Conditions of Membership 16 9.14 Member's voting rights 16 10. General meetings 17 10.1 Member representatives 17 10.2 General Meetings 18 10.3 Board's duty to call general meeting requested by Members 18 10.4 Notice of General Meetings 19 Minter Ellison I Ref: GFK 1145934 Articles of Association I page 2 HK1_3378512_8 10.5 Persons entitled to receive notice of general meetings 19 10.6 Entitlement to attend, speak and vote at General Meetings 20 10.7 Proxy 20 10.8 Proceedings at General Meetings 21 10.9 Amendments to proposed resolutions 23 10.10 Appointment of Scrutineer at General Meetings 23 10.11 Business of Annual General Meeting 23 11. Company Directors 24 11.1 Directors of the Company 24 11.2 Restriction on body corporate being a Director 24 11.3 Eligibility 24 11.4 Directors' Terms 25 11.5 Nomination and Election of Directors 25 11.6 Powers and functions of Directors 28 12. Company Secretary 28 13. Board 28 13.1 Board established 28 13.2 Board's general authority 28 13.3 Powers and functions of Board 29 13.4 Collective decisions of the Board 29 13.5 Unanimous decisions of the Board 29 13.6 Board may delegate 30 13.7 Appointment of sub-committees 30 13.8 Meetings of the Board 31 14. Conflicts of interest 32 15. President and Vice-Presidents 32 15.1 President 32 15.2 Vice-Presidents 33 16. Delegates 33 17. Officers' indemnity and insurance 33 17.1 Indemnity 33 17.2 Insurance 34 18. Tenure of office and disqualification 35 18.1 Taking of office 35 18.2 Disqualification from office 35 19. Appointment of Auditor 35 20. Accounts and Audit 35 21. Reporting Documents 36 22. Seal of the Company 36 22.1 Seal of the Company 36 22.2 Execution of documents without applying common seal 37 23. No right to inspect accounts and other records 37 Minter Ellison I Ref: GFK 1145934 Articles of Association I page 3 HK1_3378512_8 24. Notices 37 24.1 Notices and Members' addresses 37 24.2 Time of service of notice to Members 38 24.3 Notices to Directors 39 24.4 Counting of days' notice 39 24.5 Accidental omission to give notice 39 Annexure I — Senior Members Eligibility 40 Annexure II — Ordinary Member Eligibility 41 Minter Ellison I Ref: GFK 1145934 Articles of Association I page 4 HK1_3378512_8 1. Defined terms and interpretation 1.1 Defined terms In these Articles unless the context otherwise requires: ACU & S(HK) means the Association of Cricket Umpires and Scorers of Hong Kong. Annual General Meeting means an annual general meeting of the Members held in accordance with Article 10. Associate Member means a Member admitted as an Associate Member under Article 9.4 and Associate Membership shall be construed accordingly. Auditor means the auditor of the Company from time to time. Blocked Member has the meaning given in Article 9.8(c). Board means the Board of Directors established by Article 13. Chairman means the chairman of the Board. Chief Executive Officer means any chief executive officer of the Company appointed by the Board from time to time. Company means Cricket Hong Kong Limited. Company Secretary includes any person appointed by the Board to perform any of the duties of company secretary and where two or more persons are appointed to act as joint secretaries shall include any one of those persons. Cricket means the sport of cricket played in accordance with the Laws of the Game. Cricket Committee means the standing sub-committee established by the Board. Delegate means a delegate of the Company appointed in accordance with Article 16. Director means a director of the Company as referred to in Article 11. Directors' Election Rule means the general rule in relation to the election of Directors on a three year cycle referred to in Article 11.4(a). EXCO means the Executive Committee as defined in the Articles of Association of the Company in force immediately prior to the adoption of these Articles of Association. Extraordinary General Meeting has the meaning given in Article 10.2(b). General Meeting means a meeting of the Members of the Company and may be an Annual General Meeting or art Extraordinary General Meeting of the Company. Indemnified Person has the meaning given in Article 17.1. Independent Directors means the Independent Directors referred to in Article 11.1(a). Laws of the Game means the laws of Cricket stipulated by the International Cricket Council in conjunction with the Marylebone Cricket Club. Minter Ellison I Ref: GFK 1145934 Articles of Association I page 5 HK1_3378512_8 Member means a member of the Company whether a Senior Member, Ordinary Member or Associate Member and Membership shall be construed accordingly. Mentally Incapacitated Person means a person who is found under the Mental Health Ordinance (Cap. 136, Laws of Hong Kong) to be incapable, by reason of mental incapacity, of managing and administering his or her property and affairs. New Entity has the meaning given in Article 9.7(a). Nominations Committee has the meaning given in Article 1 1.5(b)(i). Official Senior Leagues means the Elite League, the Championship League and the Women's League plus such other league or competition organised by the Company and nominated by the Board from time to time. Ordinance means the Companies Ordinance (Cap. 622), Laws of Hong Kong, including the related subsidiary legislation. Ordinary Member means each of the entities listed in Annexure 11 to these Articles together with a Member admitted as an Ordinary Member under Article 9.4 and Ordinary Membership shall be construed accordingly. person includes any public body and any body of persons, corporate or unincorporated, and this definition shall apply notwithstanding that the word "person" occurs in a provision creating or relating to an offence or for the recovery of any fine or compensation. Predecessor Ordinance means the predecessor Ordinance (as defined in section 2(1) of the Ordinance). President means the president of the Company appointed in accordance with Article 15.1. Proxy Notice has the meaning given in Article I0.7(c). Register of Members means the register referred to in Article 9.1(a) Reporting Documents has the meaning given in Article 21(a). Resignation Notice has the meaning given in Article 9.10(b). Resigning Member has the meaning given in Article 9.10(b). Seal of the Company has the meaning given in Article 22.1. Senior Member means each of the entities listed in Annexure 1 to these Articles together with a Member admitted as a Senior Member under Article 9.4 and Senior Membership shall be construed accordingly. Subsidiary means any subsidiary of the Company. Term means the period for which a Director shall be elected to hold office at an Annual General Meeting. A Term for one year, two years or three years shall expire at the conclusion of the first, second or third Annual General Meeting following the Annual General Meeting at which a Director is elected. Transitional Period means the period from the date of the adoption of these Articles until the Annual General Meeting in 2018. Vice-President means any person appointed as vice-president (including an honorary vice- president) of the Company in accordance with Article 15.2. Minter Ellison I Ref: GFK 1145934 Articles of Association j page 6 HK1_3378512_8 Year means the period commencing from the date of one Annual General Meeting and expiring on the date of the next Annual General Meeting. Youth includes schools. 1.2 Interpretation (a) The principles of interpretation set out in the Interpretation and General Clauses Ordinance (Cap.1: Laws of Hong Kong) shall apply to these Articles. (b) Unless the context otherwise requires, other words and phrases used in these Articles have the same meaning as in the Ordinance as in force on the date these Articles are adopted by the Company. (c) For the purposes of these Articles, a document is authenticated if it is authenticated in any way in which section 828(5) or 829(3) of the Ordinance provides for documents or information to be authenticated for the purposes of the Ordinance. (d) The singular includes the plural and vice versa.
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