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THE HONGKONG GOVERNMENT GAZETTE, DECEMBER 15, 1911.
14. Subject to the provisions of this Ordinance and to Alteration of the conditions contained in its memorandum, a company articles by may by special resolution alter or add to its articles; and special reso-
lution. any alteration or addition so made shall be as valid as if 8 Edw. 7 c. originally contained in the articles, and he subject in like 69 s. 13. manuer to alteration by special resolution.
General Provisions,
articles.
15.—(1) The memorandum and articles shall, when re- Effect of gistered, bind the company and the members thereof to the memoran- Same extent as if they respectively had been signed and dum and sealed by cach member, and contained covenants on the part 73. s. 14. of each member, his heirs, executors, and administrators, to observe all the provisions of the memorandum and of the articles, subject to the provisions of this Ordinance.
(2) All money payable by any member to the company under the memorandum or articles shall be a debt due from him to the company, and shall be of the nature of a specialty debt.
16. The memorandum and the articles (if any) shall be Registration- delivered to the registrar of companies, and he shall retain of inemoran- and register them.
dum and articles.
b. s. 15.
17.—(1) On the registration of the memorandum of a Effect of company the registrar shall certify under his hand that the registration. company is incorporated, and in the ease of a limited Ib. s. 16. company that the company is limited.
(2) From the date of incorporation mentionel in the certificate of incorporation, the subscribers of the memor- andum together with such other persons as may from time
to
time become members of the company, shall be a body corporate by the name contained in the memorandum, capable forthwith of exercising all the functions of au incorporated company, and having perpetual succession and a common seal, with power to hold lands, but with such liability on the part of the members to contribute to the assets of the company in the event of its being wound up as is mentioned in this Ordinance.
18. (1) A certificate of incorporation given by the Conclusive- registrar in respect of any association shall be conclusive ness of cer-
tificate of in- evidence that all the requirements of this Ordinance in
corporation. respect of registration and of matters precedent and 16. s. 17. incidental thereto have been complied with, and that the association is a company authorised to be registered and duly registered under this Ordinance.
(2) A statutory declaration by a solicitor engaged in the formation of the company, or by a person named in the articles as a director or secretary of the company, of compliance with all or any of the said requirements shall be produced to the registrar, and the registrar may accept such a declaration as sufficient evidence of compliance.
19.-(1) Every company shall send to every member, Copies of at his request, and on payment of one dollar or such less memoran- sum as the company may prescribe, a copy of the memor- andum and of the articles (if any).
dum and articles to .be given te
(2) If a company makes default in complying with the members. requirements of this section, it shall be liable for each Th. S. 18. offence to a fine not exceeding ten dollars.
Associations not for Profit.
on ebaritable and other
20. A company formed for the purpose of promoting Restriction art, science, religion, charity, or any other like object, not involving the acquisition of gain by the company or by its companies individual members, shall not, without the licence of the holding land. Governor, hold more than two acres of land; but the 7b. s. 19. Governor may by licence empower any such company to hold lands in such quantity, and subject to such conditions, as he may think fit,
21.-(1) Where it is proved to the satisfaction of the Power to dis- Governor that an association about to be formed as a pense with
"Limited limited company is to be formed for promoting commerce, in name of art, science, religion, charity, or any other useful object, charitable and intends to apply its profits (if any) or other income in and other
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