Article 32 - Power of an LLC to purchase own Shares

(1) Subject to the provisions of this Article 32, an LLC may purchase its own Shares (including any redeemable Shares).
(2) Article 31(3), (4), and (5) shall apply to the purchase by an LLC of its own Shares (the "Purchased Shares") as they apply to a redemption of redeemable Shares of an LLC. However, if an LLC decides, in accordance with its articles of association, to hold Purchased Shares in treasury ("Treasury Shares"), then Article 31(4) shall not apply. Treasury Shares will be treated as issued capital but will carry: (a) no voting rights (b) no pre-emptive rights for a Member; (c) no right to receive any dividends; and (d) no rights to receive assets upon the LLC's liquidation.
(3) A purchase under this Article must, unless the LLC is a Wholly Owned Subsidiary, be sanctioned by an Ordinary Resolution.
(4) The Shares to be purchased:
(A) may only be purchased in pursuance of a contract approved in advance by an Ordinary Resolution of the LLC; and
(B) shall not carry the right to vote on the Ordinary Resolution authorising the purchase.
(5) An LLC may not under this Article purchase its Shares if as a result of the purchase there would no longer be a Member of the LLC holding Shares.
Amended (as from 5th April 2015).