Memorandum and Articles of Association - Li Ning

- 34 -109. (1) The Board may establish or concur or join with other companies (being subsidiarycompanies of the Company or companies with which it is associated in business) in establishing andmaking contributions out of the Company's moneys to any schemes or funds for providing pensions,sickness or compassionate allowances, life assurance or other benefits for employees (which expression asused in this and the following paragraph shall include any Director or ex-Director who may hold or haveheld any executive office or any office of profit under the Company or any of its subsidiary companies) andex-employees of the Company and their dependants or any class or classes of such person.(2) The Board may pay, enter into agreements to pay or make grants of revocable orirrevocable, and either subject or not subject to any terms or conditions, pensions or other benefits toemployees and ex-employees and their dependants, or to any of such persons, including pensions orbenefits additional to those, if any, to which such employees or ex-employees or their dependants are ormay become entitled under any such scheme or fund as mentioned in the last preceding paragraph. Anysuch pension or benefit may, as the Board considers desirable, be granted to an employee either before andin anticipation of or upon or at any time after his actual retirement.BORROWING POWERS110. The Board may exercise all the powers of the Company to raise or borrow money andto mortgage or charge all or any part of the undertaking, property and assets (present and future) anduncalled capital of the Company and, subject to the Law, to issue debentures, bonds and other securities,whether outright or as collateral security for any debt, liability or obligation of the Company or of any thirdparty.111. Debentures, bonds and other securities may be made assignable free from any equitiesbetween the Company and the person to whom the same may be issued.112. Any debentures, bonds or other securities may be issued at a discount (other thanshares), premium or otherwise and with any special privileges as to redemption, surrender, drawings,allotment of shares, attending and voting at general meetings of the Company, appointment of Directorsand otherwise.113. (1) Where any uncalled capital of the Company is charged, all persons taking anysubsequent charge thereon shall take the same subject to such prior charge, and shall not be entitled, bynotice to the Members or otherwise, to obtain priority over such prior charge.(2) The Board shall cause a proper register to be kept, in accordance with the provisions ofthe Law, of all charges specifically affecting the property of the Company and of any series of debenturesissued by the Company and shall duly comply with the requirements of the Law in regard to the registrationof charges and debentures therein specified and otherwise.