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THE HONGKONG GOVERNMENT GAZETTE, DECEMBER 15, 1911.
Mode of forming in- corporated
company. * Edw. 7 c. 69 s. 2.
Memoran- dum of
company limited by shares. Ib. s. 3.
Memoran- dum of company limited by guarantee. Ib, s. 4.
Memoran-
dum of unlimited
company. Ib. s. 5.
Memorandum of Association.
3. Any seven or more persons (or, where the com- pany to be formed will be a private company within the meaning of this Ordinance, any two or more persons) associated for any lawful purpose may, by subscribing their names to a memorandum of association and otherwise complying with the requirements of this Ordinance in respect of registration, form an incorporated company, with or without limited liability (that is to say), either-
A company having the liability of its members limited by the memorandum to the amount, if any, paid on the shares respectively held by them (in this Ordinance termed a company limited by shares); or
(4) A company having the liability of its members limited by the memorandum to such amount as the members may respectively thereby under- take to contribute to the assets of the company in the event of its being wound up (in this Ordinance termed a company limited by guar- antee); or
(2) A company not having any limit on the liability of its members (in this Ordinance termed an unlimited company).
4. In the case of a company limited by shares-- (1) The memorandum must state-
C
(2) The name of the company, with Limited as
the last word in its name ;
(27) The address in the Colony at which the regis- tered office of the company is to be situate : (777) The objects of the company;
(e) That the liability of the members is limited ;
(r) The amount of share capital with which the company proposes to be registered, and the division thereof into shares of a fixed amount: (2) No subscriber of the memorandum may take less
than one share :
(3) Each subscriber must write opposite to his mamue the number of shares he takes.
5. In the case of a company limited by guarantee-- (1) The memorandum must state-
(i) The name of the company, with "Limited” As
the last word in its name;
(7) The address in the Colony at which the regis-
tered office of the company is to be situate; (iii) The objects of the company;
(iv) That the liability of the members is limited; (v) That each member undertakes to contribute to the assets of the company in the event of its being wound up while he is a member, or within one year afterwards, for payment of the debts and liabilities of the company contracted before he ceases to be a member, and of the costs, charges, and expeuses of winding up, and for adjustment of the rights of the contribu- tories among themselves, such amount as may be required, not exceeding a specified amount.
(2) If the company has a share capital-
() The memorandum must also state the amount of share capital with which the company proposes to be registered and the division thereof into shares of a fixed amount;
() No subscriber of the memorandum nay take
less than one share;
(i) Each subscriber must write opposite to his
name the number of shares he takes.
6. In the case of an unlimited company-
(1) The memorandum must state-
(i) The name of the company;
(ii) The address in the Colony at which the registered office of the company is to be situate;