4 9A Policy directions of Minister “(1) Subject to subsection (2), the Minister may give the Board general directions regarding the policy it is to observe in the exercise of its functions, and the Board shall take all necessary steps to comply with every such direction. (2) Before giving a direction in terms of subsection (1), the Minister shall inform the Board, in writing, of the proposed direction, and the Board shall, within thirty days or within such further period as the Minister may allow, submit to the Minister, in writing, its views on the proposal. (3) The Board shall ensure that the terms of every direction given to it in terms of subsection (1), and any views the Board has expressed on the direction in terms of subsection (2), are set out in the Board’s annual report.”. 11 New sections substituted for sections 10 and 11 of Cap. 24:14 Sections 10 (“Authorised capital”) and 11 (“Issue of shares”) of the principal Act are repealed and the following are substituted— 10 Authorised share capital “(1) Subject to subsection (2), the authorised share capital of the Bank shall be fifteen trillion dollars divided into fifteen million shares of one million dollars each. (2) If authorised to do so by a resolution passed at a meeting of the Bank’s shareholders, and with the approval of the Minister, the Board may by resolution— (a) increase the authorised share capital of the Bank; (b) consolidate or divide all or any part of its share capital into shares of larger amount than its existing shares; (c) convert all or any of its paid-up shares into stock and reconvert such stock into paid-up shares of any denomination; (d) subdivide all or any of its shares into shares of smaller amount: Provided that the proportion between the amount paid and the amount, if any, unpaid on each reduced share shall be the same as it was in the case of the share from which the reduced share is derived. (3) Where the Board has taken any action referred to in subsection (2), the Minister shall cause notice of the action to be published in the Gazette. 11 Issue of shares The unissued shares of the Bank may be issued whenever the Board passes a resolution, which is approved by the Minister, that they should be issued.”. 12 New section substituted for section 13 of Cap. 24:14 Section 13 of the principal Act is repealed and the following is substituted— 13 Calls on shares “With the approval of the Minister, the Board may pass a resolution that the Bank should call up the whole or part of any amount unpaid on the Bank’s issued shares, and thereupon the Bank may make a call on the shareholders concerned in accordance with that resolution.”. 13 Amendment of section 14 of Cap. 24:14 Section 14 (“Prohibition of certain transactions re shares”)of the principal Act is amended by the insertion after subsection (2) of the following subsections— “(3) No institutional shareholder shall sell or otherwise transfer any of the Bank’s shares to another person without first offering those shares for sale or transfer, on the same terms and conditions, to each of the other shareholders. (4) Any transaction carried out in contravention of subsection (1), (2) or (3) shall be void.”.