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THE HONGKONG GOVERNMENT GAZETTE, DECEMBER 15, 1911.
Definition of joint stock company.
8 Edw. 7 c. 69 s. 250.
Liability of bank of issue
unlimited in respect of notes. Jb. s. 251,
Require. ments for registration by joint stock com- panies. Ib. s. 252.
(d) A company shall not register in pursuance of this section without the assent of a majority of such of its members as are present in person or by proxy (in cases where proxies are allowed by the regulations of the company) at a general meeting summoned for the purpose:
(e) Where a company not having the liability of its members limited is about to register as a limited company, the majority required to assent as aforesaid shall consist of not less than three- fourths of the members present in person or by proxy at the meeting :
(f) Where a company is about to register as a company limited by guarantee, the assent to its being so registered shall be accompanied by a resolution declaring that each member under- takes 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 ceased to be a member, and of the costs and expenses of wind- ing up, and for the adjustmout of the rights of the contributories among themselves, such amount as may be required, not exceeding a specified amount.
(3) In computing any majority under this section when a poll is demanded regard shall be had to the number of votes to which each member is entitled according to the regulations of the company.
(4) A company registered under the Companies Ordin- ance, 1865, or the Companies Registration Ordinance, 1866, shall not be registered in pursuance of this section.
228. For the purposes of this Part of this Ordinance, as far as relates to registration of companies as companies limited by shares, a joint stock company means a company having a permanent paid-up or nominal share capital of fixed amount divided into shares, also of fixed amount, or held and transferable as stock, or divided and held partly in one way and partly in the other, and formed on the principle of having for its members the holders of those shares or that stock, and no other persons; and such a company when registered with limited liability under this Ordinance shall be deemed to be a company limited by shares.
229.-(1) A bank of issue registered under this Ordin- ance as a limited company shall not be entitled to limited liability in respect of its notes; and the members thereof shall be liable in respect of its notes in the same manner as if it had been registered as unlimited; but if, in the event of the company being wound up, the general assets are insufficient to satisfy the claims of both the note-holders and the general creditors, then the members, after satisfy- ing the remaining demands of the note-holders, shall be liable to contribute towards payment of the debts of the general creditors a sum equal to the amount received by the note-holders out of the general assets.
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(2) For the purposes of this section the expression "the general assets means the funds available for payment of the general creditor as well as the note-holder.
(3) Any bank of issue registered under this Ordinance as a limited company may state on its notes that the limited liability does not extend to its notes, and that the members of the company are liable in respect of its notes in the same manner as if it had been registered as an unlimited company.
230. Before the registration in pursuance of this Part of this Ordinance of a joint stock company there shall be delivered to the registrar the following documents (that is to say):-
(1) A list showing the names, addresses, and occupa- tions of all persons who on a day named in the list, not being more than six clear days before the day of registration, were members of the
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