Fortune Metal Mining: Constitution, Directors, Shares, Contracts

This report provides an analysis of the constitution of Fortune Metal Mining, a no-liability company registered under the Corporations Act 2001. The constitution outlines key aspects, including the company's name, business activities (metal mining in Australia), and the role of the board of directors. It details the types of shares, including ordinary, preference, and redeemable preference shares, and specifies that there will be no calls on share capital due to the company's no-liability structure. The report also covers contracts, the handling of conflicts of interest, and the delegation of authority within the company. The constitution grants the board of directors the authority to manage the company's affairs, and provides a framework for decision-making and governance.

CONSTITUTION OF FORTUNE METAL MINING NL
(Adopted at the time of incorporation)
Corporations Act 2001
No Liability Company
Rules of FORTUNE METAL MINING NL
Company
The company shall be registered in the name of Fortune Metal Mining NL and the same shall be
registered as no liability company under Corporations Act 2001 (Cth)
Replaceable Rules
This constitution prevents the applicability of Replaceable rules mentioned under the
Corporations Act 2001 and in case of finding any difference between this constitution and
replaceable rules, the provisions of the constitution shall prevail.
Board of Directors
The board of directors is liable to manage the affairs of the board. The following persons shall
act as first directors of the company:-
1. Lucy Scott
2. Robert Horwood

3. Paul Perry
The business of the company
The company shall be engaged in the activities of metal mining across Australia and shall be
registered in the Victoria State of Australia.
Share Capital
Types of Shares
The company shall have three classes of shares as follow:-
Ordinary Shares: - Holders of these shares shall have the power to vote on every agenda
proposed for the consent of members.
Preferences Shares: - Unlike the ordinary shares, preference shareholders shall have limited
voting rights and they shall be entitled to vote only on those matters that relate to their interest.
Redeemable Preference Shares: - Holders of these shares shall have the right to redeem their
shares after ten years of their issue.
Calls on Share
Being a no liability company, the same shall have no right to call unpaid money on the shares.
Contracts
Board of the directors may authorize one or more officers to enter into the contracts on behalf of
the same.
Conflict of interest by directors

Members shall be disqualified to vote on the agendas where they have personal interest involved.
Delegation of Authority
The board may reserve the authority to delegate some specific power to any offer,
notwithstanding provisions of this constitution.