Vistaprint 2008 Annual Report Download - page 183

134.1.7 if sent by post, forty-eight (48) hours after it was put in the post;
134.1.8 if sent by courier or facsimile, twenty-four (24) hours after sending;
134.1.9 if sent by email or other mode of representing or reproducing words in a legible and
non-transitory form or as an electronic record by electronic means, twelve (12) hours after
sending; or
134.1.10 if published as an electronic record on a website, at the time that the notification of such
publication shall be deemed to have been delivered to such Shareholder,
and in proving such service or delivery, it shall be sufficient to prove that the notice or document
was properly addressed and stamped and put in the post, published on a website in accordance with
the Companies Acts and the provisions of these Bye-Laws, or sent by courier, facsimile, email or as
an electronic record by electronic means, as the case may be, in accordance with these Bye-Laws.
Each Shareholder and each person becoming a Shareholder subsequent to the adoption of these
Bye-laws, by virtue of its holding or its acquisition and continued holding of a share, as applicable,
shall be deemed to have acknowledged and agreed that any notice or other document (excluding a
share certificate) may be provided by the Company by way of accessing them on a website instead
of being provided by other means.
135. If any time, by reason of the suspension or curtailment of postal services within Bermuda or any other
territory, the Company is unable effectively to convene a general meeting by notices sent through the post,
a general meeting may be convened by a notice advertised in at least one national newspaper published in
the territory concerned and such notice shall be deemed to have been duly served on each person entitled to
receive it in that territory on the day, or on the first day, on which the advertisement appears. In any such
case the Company shall send confirmatory copies of the notice by post if at least five (5) clear days before
the meeting the posting of notices to addresses throughout that territory again becomes practicable.
DESTRUCTION OF DOCUMENTS
136. The Company shall be entitled to destroy all instruments of transfer of shares which have been registered
and all other documents on the basis of which any entry is made in the register at any time after the
expiration of six (6) years from the date of registration thereof and all dividends mandates or variations or
cancellations thereof and notifications of change of address at any time after the expiration of two (2) years
from the date of recording thereof and all share certificates which have been cancelled at any time after the
expiration of one (1) year from the date of cancellation thereof and all paid dividend warrants and cheques
at any time after the expiration of one (1) year from the date of actual payment thereof and all instruments
of proxy which have been used for the purpose of a poll at any time after the expiration of one (1) year
from the date of such use and all instruments of proxy which have not been used for the purpose of a poll
at any time after one (1) month from the end of the meeting to which the instrument of proxy relates and at
which no poll was demanded. It shall conclusively be presumed in favour of the Company that every entry
in the register purporting to have been made on the basis of an instrument of transfer or other document so
destroyed was duly and properly made, that every instrument of transfer’ so destroyed was a valid and
effective instrument duly and properly registered, that every share certificate so destroyed was a valid and
effective certificate duly and properly cancelled and that every other document hereinbefore mentioned so
destroyed was a valid and effective document in accordance with the recorded particulars thereof in the
books or records of the Company, provided always that:
136.1 the provisions aforesaid shall apply only to the destruction of a document in good faith and without
notice of any claim (regardless of the parties thereto) to which the document might be relevant;
136.2 nothing herein contained shall be construed as imposing upon the Company any liability in respect
of the destruction of any such document earlier than as aforesaid or in any other circumstances
which would not attach to the Company in the absence of this Bye-Law; and
Proxy Statement
A-31