LEGAL OPINION IN CONNECTION WITH 15 (FIFTEEN) LOST SHARES OF THE BANK AND ISSUANCE OF DUPLICATE CERTIFICATE IN RELATION TO THE SAME.

Mr. Z

Address….

Dear Sir,

RE: LEGAL OPINION IN CONNECTION WITH 15 (FIFTEEN) LOST SHARES OF THE BANK AND ISSUANCE OF DUPLICATE CERTIFICATE IN RELATION TO THE SAME.

We refer to your letter dated 19.03.2008 on the above subject.

On perusal of your letter, it appears that on 10.7.2007 Bank 1 (the “Bank”) received a letter from Mr. x wherein he stated that 15 (fifteen) shares of the Bank (the “Shares”) under certificate nos. 010513, 061264 & 072772 (the “Share Certificates”) were purchased by him through Company 1 and the Share Certificates along with the relevant instruments of transfer (Form 117) were lost from his custody. Mr. x has requested the Bank to transfer the Shares to his name.

Mr. x has provided the Bank with the transaction copy of the above securities dated 12.09.2006 and a certificate from Company 1 in support of the genuineness of his purchase of the Shares along with other evidences/documents.

In the circumstances stated above, you require our legal opinion as to whether the Bank may issue duplicate share certificate in lieu of the lost Share Certificates and thereafter transfer the Shares to the name of Mr. x.

OPINION:

Article 13 of the Articles of Association of the Bank states as follows:

“13. If a share certificate is defaced, lost, destroyed or used up, duplicate in lieu of such defaced, lost, destroyed or used up certificate may be issued on payment of Tk. 2/- or such lesser sum as the Directors may determine together with the notification charge in the papers and also on such terms as to evidence and indemnity as the Directors think fit.”

Therefore, the Bank may issue duplicate share certificates in lieu of the lost Share Certificates i.e. share certificate nos. 010513, 061264 & 072772, provided that the Board of Directors are satisfied with the evidence submitted by Mr. x and provided that Mr. X has paid the amount of money required under Article 13 of the Articles of Association. The Board of Directors may also if they think fit require Mr. x to submit indemnity. From the provided documents it appears that Mr. x has submitted an Indemnity Bond dated 09.10.2007 in favour of the Bank. We have perused the said indemnity bond and the same appears to be in order.

After the Bank has issued the duplicate share certificates, the Board of Directors of the Bank may, in accordance with Section 38 of the Companies Act 1994, approve the transfer of the Shares to the name of Mr. x upon an application to do the same by Mr. x provided that Mr. x has submitted the duplicate share certificates along with proper instruments of transfer (Form 117) duly stamped and executed by the transferors and Mr. x.

Should you have any further query, do not hesitate to revert to us.

Thanking you.

Yours faithfully,

………………….

For: “The Lawyers & Jurists”

Disclaimer:

The information contains in this web-site is prepared for educational purpose. This site may be used by the students, faculties, independent learners and the learned advocates of all over the world. Researchers all over the world have the access to upload their writes up in this site. In consideration of the people’s participation in the Web Page, the individual, group, organization, business, spectator, or other, does hereby release and forever discharge the Lawyers & Jurists, and its officers, board, and employees, jointly and severally from any and all actions, causes of actions, claims and demands for, upon or by reason of any damage, loss or injury, which hereafter may be sustained by participating their work in the Web Page. This release extends and applies to, and also covers and includes, all unknown, unforeseen, unanticipated and unsuspected injuries, damages, loss and liability and the consequences thereof, as well as those now disclosed and known to exist.  The provisions of any state’s law providing substance that releases shall not extend to claims, demands, injuries, or damages which are known or unsuspected to exist at this time, to the person executing such release, are hereby expressly waived. However the Lawyers & Jurists makes no warranty expressed or implied or assumes any legal liability or responsibility for the accuracy, completeness or usefulness of any information, apparatus, product or process disclosed or represents that its use would not infringe privately owned rights. Reference herein to any specific commercial product process or service by trade name, trade mark, manufacturer or otherwise, does not necessarily constitute or imply its endorsement, recommendation or favouring by the Lawyers & Jurists. The views and opinions of the authors expressed in the Web site do not necessarily state or reflect those of the Lawyers & Jurists. Above all, if there is any complaint drop by any independent user to the admin for any contents of this site, the Lawyers & Jurists would remove this immediately from its site.