5  PROCEEDING AT GENERAL MEETINGS

5.1  Any general meeting may be convened at or adjourned to more than one place.  If a meeting or adjourned meeting is convened at or adjourned to more than one place, the notice of that meeting shall specify the place at which the chairman of the meeting shall preside (the "Specified Place") and the directors shall make arrangements for simultaneous attendance and participation at other places by members, provided that persons attending at any particular place shall be able to hear and see, and be heard and seen (whether by audiovisual links or otherwise howsoever enabling the same) by persons attending at the other places at which the meeting is convened.  For the purposes of these Articles, the meeting shall be treated as being held at the Specified Place.

5.2  No business shall be transacted at any meeting unless a quorum is present.

5.3  One or more members present in person or by proxy (or, if a corporation, by representative) holding more than 50% of the A Shares in issue shall be a quorum for all purposes, subject to Article 5.4.

5.4  The provisions of Article 5.3 shall be qualified as follows:-

5.4.1  a quorum shall not be deemed to be present at any general meeting at which a resolution regarding the appointment or removal of the B Director is to be proposed unless the member holding the B Share is present or represented at the meeting.

5.4.2  a quorum shall not be deemed to be present at any general meeting at which a resolution regarding the appointment or removal of a C Director is to be proposed unless the member holding the C Share is present or represented at the meeting, and 

5.4.3  a quorum shall not be deemed to be present at any general meeting at which any resolution(s) of the nature referred to in Article 6.7 is to be proposed unless the member holding the D Share is present or represented at the meeting.

5.5  Members holding the B Share, C Share and D Share shall have the right to vote at a general meeting of the Company subject to and in accordance with Article 6.

5.6  A resolution put to the vote of a meeting shall be decided on a show of hands unless before or on a declaration of the result of the show of hands a poll is duly demanded.

5.7  A poll may be demanded by any member having the right to vote at the meeting.

5.8  A demand for a poll by a person as a proxy or duly authorised representative for a member shall be the same as a demand by the member.

5.9  The chairman of any general meeting shall not be entitled to have a casting vote in addition to any other vote he may have.