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(4) A branch register shall be kept in the same manner in which the principal register is by this Ordinance required to be kept, except that the advertisement before closing the register shall be inserted in some newspaper circulating in the district wherein the branch register is kept.
(5) The company shall transmit to its regis- tered office a copy of every entry in its branch register as soon as may be after the entry is made, and shall cause to be kept at its regis- tered office, duly entered up from time to time, a duplie te of its branch register, and the duplicate shail, for all the purposes of this Ordinance, be deemed to be part of the prin- cipal register.
(6) Subject to the provisions of this section with respect to the duplicate register, the shares registered in a branch register shall be distinguished from the shares registered in the principal register, and no transaction with respect to any shares registered in a branch register shall, during the continuance of that branch register, be registered in any other register.
(7) The company may discontinue any branch register and thereupon all entries in that branch register shall be transferred to some other branch register kept by the com- pany in the same district or to the principal register.
(8) Subject to the provisions of this Ordi- nance, any company may, by its articles, make such provisions as it thinks fit for the keeping of branch registers.
Objects and Reasons.
1. The main object of this bill is to enable China com- panies to keep branch registers in the United Kingdom or
in
any British possession, although they carry on no business in the place where the branch register is to be kept. This privilege was asked for by some very promi- nent members of the Shanghai mercantile community and the proposal has been approved by the British authorities in China and by the Secretary of State for the Colonies.
2. This amendment is effected by section 3 of this Ordinance, which is based on section 37 of Ordinance No. 155 (Companies) of the Ordinances of the Straits Settle- ments. That precedent has been departed from in one respect. The section in the Straits Settlements Ordinance gives power only to keep a branch register "of members resident in" the place where the brauch register is kept. This would appear to be an undesirable limitation, as it would be difficult to ensure that the shares on the braneb register should always be held by persons resident in the place where the register was kept, especially as residence is sometimes a difficult question.
3. Section 2 of this Ordinance gives statutory authority to a practice which already exists in Hong Kong and which is obviously necessary. It provides for the list of authorised auditors being divided into two parts, one for persons qualified to audit accounts kept in English and the other for persons qualified to andit accounts kept in Chinese.
4. It may be mentioned that an order of His Majesty in Council made on the 5th July, 1929, enables companies registered in the United Kingdom to keep brauch registers in China. This Order in Council was published in the London Gazette of the 12th July, 1929, and in the Hong Kong Gazette of the 30th August, 1929,
J. H. KEMP,
Attorney General,
31st August, 1929