And We do hereby further will and ordain that, notwithstanding anything
contained in the original charter, every member of the Company shall
have one vote for every five shares in the Company held by him, and
that any of those members who hold less than five shares may join their
respective shares, so as to make up five or more shares, and have one
vote jointly for the same; provided nevertheless that no member shall
be entitled to vote, or to join with any other member or members in
making up a joint vote at any general Court in respect of any shares
or share, unless he shall have been the holder of such shares or share
for at least six months prior to such general Court.

And We do hereby further will and ordain that votes may be given at
every general court either personally or by proxy, but such proxy must
be a proprietor in the Company, and himself entitled to vote, and the
appointment of every such proxy must be in writing and must be in the
form following or to the like effect, that is to say:

I (or we) appoint ___ my (our) proxy to vote and act for
me (us) and in my (our) name (names) on all questions at
the general court of the Hudson's Bay Company to be held
on the ___ day of ___ and every adjournment thereof whereat
I (we) shall not be present in person. Dated this ___ of ___.

And We do hereby further will and ordain that the Chairman may, with
the consent of the meeting, adjourn any general court from time to time
and place to place, but that no business shall be transacted at any
adjourned general court other than the business left unfinished at the
general court from which the adjournment took place.