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THE HONGKONG GOVERNMENT GAZETTE, DECEMBER 15, 1911.
Kerurn as to allotments. 8 Edw. 7 c. 69 s. 88.
Provided that in the ease of a company which does not issue a prospectus inviting the public to subscribe for its shares the registrar shall not give such certificate unless a statement in lieu of a prospectus has been filed with him.
(3) Any contract made by a company before the date at which it is entitled to commence business shall be pro- visional only, and shall not be binding on the company until that date, and on that date it shall become binding.
(4) Nothing in this section shall prevent the simultaneous offer for subscription or allotment of any shares and de- bentures or the receipt of any money payable on application for debentures.
(5) If any company commences business or exercises borrowing powers in cont avention of this section, every person who is responsible for the contravention shall, without prejudice to any other liability, be liable to a fine not exceeding five hundred dollars for every day during which the contravention continues.
(6) Nothing in this section shall apply to a private company, or to a company registered before the date of the coming into operation of this Ordinance which does not issue a prospectas inviting the public to subscribe for its
shares.
90.- (1) Whenever a company limited by shares makes any allotment of its shares, the company shall within six weeks thereafter file with the registrar of companies--
(a) a return of the allotments, stating the number and nominal amount of the shares comprised in in the allotment, the names, addresses, and descriptions of the allottees, and the amount (if any) paid or due and payable on each share;
and
(b) in the case of shares allotted as fully or partly paid up otherwise than in cash, a contract in writing constituting the title of the allottee to such allotment together with any contract of sale, or for services or other consideration in respect of which such allotment was made, such contracts being duly stamped, and a return stating the number and nominal amount of shares so allotted, the extent to which they are to be treated as paid up, and the consideration for which they have been allotted.
(2) Where such a contract as above mentioned is not reduced to writing, the company shall within one month after the allotment file with the registrar of companies the prescribed particulars of the contract stamped with the same stamp duty as would have been payable if the contract had been reduced to writing, and those particulars shall be deemed to be an instrument within the meaning of the Stamp Ordinance, 1901, or any Ordinance amending the same and the registrar may, as a condition of filing the particulars, require that the duty payable thereon' be ad- judicated under section 9 of that Ordinance.
(3). If default is made in complying with the requirements of this section, every director, manager, secretary, or other officer of the company, who is knowingly a party to the default, shall be liable to a fine not exceeding five hundred dollars for every day during which the default continues :
Provided that, in case of default in filing with the regis- trar of companies within six weeks after the allotment any document required to be filed by this section, the company, or any person liable for the default, may apply to the court for relief, and the court, if satisfied that the omission to file the document was accidental or due to inadvertence or that it is just and equitable to grant relief, may make an order extending the time for the filing of the document for such period as the court may think proper.
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