Article 33 - Prohibition of financial assistance
LLC shall not (directly or indirectly) provide financial assistance to a person to acquire its Shares or Shares in its Holding Company unless:
(A) the giving of the financial assistance does not materially prejudice the
LLC's ability to discharge its Liabilities as they fall due;
(B) the giving of the financial assistance is approved by resolution of the
Members holding not less than 90 percent of the nominal value of the Shares giving a right to attend and vote at any meeting of Members; or
LLC's ordinary Business includes providing finance and financial assistance is given in the ordinary course of that Business and on ordinary commercial terms.
(2) In this Article 33, reference to "financial assistance" is a reference to financial assistance of any kind and includes:
(A) making a loan;
(B) making a gift;
(C) issuing a debenture;
(D) giving security over assets; or
(E) giving a guarantee or indemnity in respect of another person's liability.
(3) The prohibition on financial assistance in this Article 33 shall not preclude:
(A) a distribution of the
LLC's assets by way of dividend lawfully made or a distribution made in the course of the LLC's winding up;
(B) the allotment of bonus
(C) a reduction of capital in accordance with these
(D) a redemption or purchase of
Shares in accordance with these Regulations.
|Amended (as from 5th April 2015).|