www.sec.gov/Archives/edgar/data/891377/0000891377-07-00 -
[Cached Version]
Published on: 4/26/2007
Last Visited: 4/27/2007
Our Articles of Association provide that at each Annual General Meeting, one-third (or the number nearest to but not exceeding one-third) of the directors other than Arthur I. Trueger, who, as he is also our managing director, does not retire by rotation nor is counted in calculating the number of directors to retire by rotation, shall retire from office by rotation.Under our Articles of Association, there shall be no less than three directors.The directors (other than Mr. Trueger) are elected to hold office until they are subject to retirement by rotation.The Viscount Trenchard, the nominated director for 2007, has informed us that he is willing to serve as a director.No person other than a director retiring at the meeting shall, unless recommended by our Board of Directors, be eligible for election to the office of director at any Annual General Meeting unless not less than seven, nor more than twenty-eight (28) days, before the date appointed for the meeting, a notice in writing signed by a shareholder, and a notice in writing signed by that person of his willingness to be elected, has been left at our registered office in Jersey.
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