Article 3 Deferred Shares

(1)

Shares issued fully paid by a society upon terms which either–

(a)

have the effect of the key terms, or

(b)

have the effect of the key terms subject to an exception which does not extend beyond the permitted exception,

and are shares which are issued to persons each of whom has given notice to the board of directors of the society in writing that he is aware of the terms upon which those shares are to be issued and is prepared to subscribe for shares to such an amount as is specified in such notice upon those terms shall be shares of a class defined as deferred shares for the purposes of section 119(1) of the Act.

(2)

In this article–

(a)

“the key terms” means the terms specified in paragraph 1 of the Schedule hereto, and

(b)

“the permittted exception” means the term specified in paragraph 2 of the Schedule hereto.