4. The affairs of the Society shall be managed and its various functions discharged by a Permanent Board of Direction and by an Elected Committee.
5. The Permanent Board of Direction shall consist of not less than five and not more than ten persons including the Registrar General who shall be ex officio the President and also the Member of the Legislative Council for the time being representing the Chinese who shall be ex officio the Vice-President. The first Permanent Board of Direction shall consist of the persons whose names are contained in the schedule to this Ordinance. Vacancies in this Board shall be filled up from time to time by the Governor who may call upon the continuing members of the Board for their recommendation. All appointments to the Board shall be held only during the Governor's pleasure.
6. The Board of Direction shall, subject to the provisions of this Ordinance, have full power and authority to govern, direct and decide all matters whatsoever connected with the administration of the affairs of the Society and the accomplishment of the objects and purposes thereof, and may at discretion depute, by Regulations or otherwise, a portion or the whole of its power and authority to the Elected Committee.
7. The Board of Direction shall have power, with the consent of the Governor, to change or vary the corporate name and the common seal of the Society, and the amount of the donation to the funds of the Society hereinbefore prescribed as a qualification for hereafter becoming a member thereof, and may, with such consent as aforesaid, refuse to admit any person as a member of the Society or may expel any existing member, and cause his name to be erased from the register.
8. The Board of Direction shall have power to make, and when made, cancel, change or vary rules and regulations for their procedure in the transaction of business and the maintenance of good order at their meetings, and for the guidance of the Elected Committee, and generally for all matters relating to the administration and management of the Society, and the discharge of its various duties. Provided always that a copy of such rules and regulations shall, from time to time, be furnished to the Colonial Secretary, and every such rule or regulation shall be subject to disallowance, alteration or amendment at any time by the Governor.
9. All questions which may arise at any meeting of the Board of Direction shall be decided by majority of votes, and in case of an equality of votes the President shall have a casting vote in addition to his original vote.
10. The Elected Committee shall consist of not less than six and not more than twelve members of the Society, to be elected as hereinafter mentioned, who shall from time to time appoint one of their body to be chairman; and every member of the said Committee shall hold office for the term of one year only, but shall be re-eligible at the expiration thereof.
11. The members of the said Committee shall be elected from time to time as occasion shall require by a majority of votes of members of the Society who shall be within the Colony at the time of such election, and every such member of the Society whether a firm or individual shall be entitled to one vote only.
12. The Elected Committee shall, subject to such Rules and Regulations as may from time to time be made by the Board of Direction in that behalf, undertake and exercise the immediate supervision and management of the work of the Society.
13. The Board of Direction shall cause a register to be kept in which every person or firm desiring to become a member of the Society and being duly qualified shall, subject to the provisions of section 7, be entitled to have his name or firm name inscribed, and also shall cause proper books of account to be kept which shall be open at all reasonable times to the inspection of members of the Society and of any person whom the Governor may appoint in that behalf, and also shall within one month after the expiration of every year transmit to the Colonial Secretary a full report of work done during the previous year together with a true statement of the assets and liabilities of the Society and an account of their receipts and disbursements during the previous year, and such statement shall be verified on oath or by declaration before a Justice of the Peace by two members of the Board.
Such report, statement and account shall be published in the Gazette.
14. In case it shall at any time be shown to the satisfaction of the Governor that the Society has ceased or neglected or failed to carry out in a proper manner the objects and purposes of its establishment as set forth in section 3 hereof or the objects and purposes of this Ordinance or to fulfil the conditions thereof, it shall be lawful for the Governor, by an Ordinance to be passed for that purpose, to repeal this Ordinance and to declare that the Incorporation hereby granted shall cease and determine and become absolutely void.
15. In case the Incorporation hereby granted shall cease under the provisions of the last preceding section, all the property and assets of the Corporation shall, for the purposes hereinafter mentioned, become vested in the Crown subject to the rateable payment thereout of the just debts and liabilities (if any) of the Society, to the extent of such property and assets, and the balance of such property and assets shall be applied by the Governor towards the objects for which the Society was established or such of them as His Excellency may, in his discretion, deem best.
16. For the purposes of the Society and to make provision for the building or buildings mentioned in section 17 of Ordinance 11 of 1890 it shall be lawful for the Governor in Council to authorize the payment to the Society of a sum not exceeding twenty thousand dollars.
17. The Board of Direction appointed under this Ordinance shall, with all convenient despatch after the passing thereof, cause the buildings required for the purposes of the said Society to be erected and executed out of the said sum of twenty thousand dollars or of any other funds of the Society from whatever source derived upon such site as may be approved by His Excellency the Governor. Such buildings shall be kept and maintained for the objects and purposes specified in section 3 out of the voluntary subscriptions to the Society and out of such income or money as the Society may derive from any source whatsoever.
18. All buildings and premises of the Society shall be open at all reasonable times to the inspection of the Governor and of any other person whom His Excellency may appoint or authorize in that behalf.
19. It shall be lawful for the Governor in his discretion to direct that the services of certain subordinate officers and constables of the Police Force shall be placed at the disposal of the Society on such terms and under such conditions as His Excellency may sanction.
20. All persons apprehended by the officers or constables aforementioned shall without unreasonable delay be sent or taken to a Police Station and any woman or girl or other person in respect of whom there is cause to suspect that an offence has been or is being or is about to be committed may be taken at once to such place as may be provided by the Po Leung Kuk or to such other place of safety as the Registrar General may direct, there to remain until proper provision can be made for the protection of such person's interests and liberty and so that in the meantime the evidence of such person may be available when required.
21. Any suit, action or prosecution against any person for anything done in pursuance or execution or intended execution of this Ordinance or of any Rules or Regulations made in pursuance thereof shall be commenced within three months after the thing done and not otherwise.
Notice in writing of any suit or action and of the cause thereof, shall be given to the intended defendant one month at least before the commencement of the suit or action.
In any such suit or action the defendant may plead generally or set up by way of special defence that the act complained of was done in pursuance or execution or intended execution of this Ordinance or of any such Rules or Regulations as aforesaid and may give this Ordinance and such Rules or Regulations and the special matter in evidence at any trial to be had thereupon.
The plaintiff shall not recover if tender of sufficient amends is made before suit or action brought or if after suit or action brought a sufficient sum of money is paid into Court by or on behalf of the defendant.
If a verdict passes, or decree is given for the defendant or the plaintiff becomes non-suit or discontinues the suit or action after issue joined or if on demurrer or otherwise judgment is given against the plaintiff, the defendant shall recover his full costs and shall have the like remedy for the same as any defendant has by law for costs in other cases.
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