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THE SPIRITUAL ASSEMBLY OF THE BAHA'IS OF HONG KONG INCORPORATION BILL 1988

Explanatory Memorandum

The main purpose of this Bill is to provide for the incorporation of The Spiritual Assembly of the Baha'is of Hong Kong (the "Assembly") and for the transfer of property and assets vested in The National Spiritual Assembly of Baha'is of Hong Kong (the "company") to the Assembly.

2. Clause 2 defines the terms used in the Bill.

3. Clause 3 establishes and incorporates a body corporate to be known as "The Spiritual Assembly of the Baha'is of Hong Kong".

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Clause 4 relates to the objects of the Assembly.

Clause 5 specifies the powers of the Assembly.

6. Clause 6 states that the Assembly will exercise its powers in accordance with its constitution and provides for the amendment of the constitution.

7. Clause 7 relates to the common seal of the Assembly and to the execution of documents.

8. Clause 8 transfers all assets and liabilities of the company to the Assembly.

9. Clause 9 transfers the employees of the company to the Assembly on the same terms and conditions as they were employed by the company.

10. Clause 10 provides that any reference in any documents to the company is to be read as a reference to the Assembly, except any document which relates to the incorporation of the company.

11. Clause 11 provides for the dissolution of the company.

12. Clause 12 provides for the service of documents on the Assembly. 13. Clause 13 is a saving provision.

14. The Bill has no public expenditure or Public Service staffing implications.

STEPHENSON HARWOOD & LO, Solicitors for

The Spiritual Assembly of the Baha'is of Hong Kong.

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