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Shopper's Stop Limited - Securities and Exchange Board of India

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circumstances entitling such Person to the shares by transmission had not occurred <strong>and</strong> as if the<br />

Person entitled by transmission or his nominee were the transferee named in an ordinary transfer<br />

presented for registration.<br />

The <strong>Board</strong> shall have the same right to refuse to register a Person entitled by transmission to any<br />

shares or his nominee as it would have had as if such Person or nominee were a transferee<br />

named in an ordinary transfer for registration. The Company shall not be bound to register a<br />

transmission unless the intimation <strong>of</strong> such transmission has been delivered to the Company<br />

under a proper transmission form duly executed by the Person entitled by transmission <strong>and</strong><br />

specifying the name, address <strong>and</strong> occupation, if any, <strong>of</strong> such Person along with the relative share<br />

certificates or the letters <strong>of</strong> allotment, as the case may be. All the limitations, restrictions <strong>and</strong><br />

provisions <strong>of</strong> these Articles relating to the right to transfer <strong>and</strong> registration <strong>of</strong> transfers <strong>of</strong> shares<br />

shall be applicable to any such intimation <strong>of</strong> transmission or any notice <strong>of</strong> transfer as if the<br />

circumstances entitling such Person to the shares by transmission had not occurred <strong>and</strong> as if the<br />

Person entitled by transmission or his nominee were the transferee named in an ordinary transfer<br />

presented for registration.<br />

<strong>Board</strong> may require evidence <strong>of</strong> transmission<br />

68. Every transmission <strong>of</strong> a share shall be verified in such manner as the <strong>Board</strong> may require <strong>and</strong> the<br />

Company may refuse to register any such transmission until the same be so verified or until or<br />

unless an indemnity be given to the Company with regard to such registration which the <strong>Board</strong> at<br />

their discretion shall consider sufficient provided nevertheless that there shall not be any<br />

obligation on the Company or the <strong>Board</strong> to accept any indemnity.<br />

Every transmission <strong>of</strong> a share shall be verified in such manner as the <strong>Board</strong> may require <strong>and</strong> the<br />

Company may refuse to register any such transmission until the same be so verified or until or<br />

unless an indemnity be given to the Company with regard to such registration which the <strong>Board</strong> at<br />

their discretion shall consider sufficient provided nevertheless that there shall not be any<br />

obligation on the Company or the <strong>Board</strong> to accept any indemnity.<br />

Rights <strong>of</strong> persons entitled to shares otherwise than by way <strong>of</strong> transfer<br />

69. A Person becoming entitled to a share by reason <strong>of</strong> the death, lunacy, bankruptcy or insolvency<br />

<strong>of</strong> any Member or by any lawful means other than by a transfer in accordance with these Articles,<br />

shall be entitled to the same dividends, or interest <strong>and</strong> other benefits to which he would be<br />

entitled if he were the registered holder <strong>of</strong> the share except that he shall not, before being<br />

registered as a Member in respect <strong>of</strong> the share be entitled in respect <strong>of</strong> such share to exercise<br />

any right conferred by membership in relation to meetings <strong>of</strong> the Company. Provided that the<br />

<strong>Board</strong> may at any time give notice requiring any such Person to elect either to be registered<br />

himself or transfer the share <strong>and</strong> if the notice is not complied with within ninety days, the <strong>Board</strong><br />

may thereafter withhold payment <strong>of</strong> all dividends, bonuses or other moneys payable in respect <strong>of</strong><br />

the share, until the compliance <strong>of</strong> the requirements <strong>of</strong> the notice to the satisfaction <strong>of</strong> the <strong>Board</strong>.<br />

A Person becoming entitled to a share by reason <strong>of</strong> the death, lunacy, bankruptcy or insolvency<br />

<strong>of</strong> any M ember or by any lawful means other than by a transfer in accordance with these<br />

Articles, shall be entitled to the same dividends, or interest <strong>and</strong> other benefits to which he would<br />

be entitled if he were the registered holder <strong>of</strong> the share except that he shall not, before being<br />

registered as a Member in respect <strong>of</strong> the share be entitled in respect <strong>of</strong> such share to exercise<br />

any right conferred by membership in relation to meetings <strong>of</strong> the Company. Provided that the<br />

<strong>Board</strong> may at any time give notice requiring any such Person to elect either to be registered<br />

himself or transfer the share <strong>and</strong> if the notice is not complied with within ninety days, the <strong>Board</strong><br />

may thereafter withhold payment <strong>of</strong> all dividends, bonuses or other moneys payable in respect <strong>of</strong><br />

the share, until the compliance <strong>of</strong> the requirements <strong>of</strong> the notice to the satisfaction <strong>of</strong> the <strong>Board</strong>.<br />

329

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