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155
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(3) The duties of the Governor, or of the Governor in Council, or of the Colonial Treasurer under Sections 20, 21, 120 (4), 219, 253, and 255 of the Companies Ordinance, 1911, under Sections 5 (2), 5 (5), 6 (2) and 7 (1) and paragraphs 2, 3, and 7 of the First Schedule of the Fire and Marine Insurance Companies Deposit Ordinance, 1917, and under Sections 5, 16, 18, 29, 31, 33 and 34 of the Life Insurance Companies Ordinance, 1907, shall, within the limits of this Order, be exercised by the Minister, and under Sections 141 (1), 149, 185, 217, and 261 of the Companies Ordinance, 1911, shall within the limits of this Order be exercised by the Judge.
(4) In the application of the Companies Ordinances legal practitioner is substituted for
counsel' or solicitor or such newspaper as the Judge may direct " is substituted for the Gazette.
solicitor and counsel," and
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(5) All offences under the Companies Ordinances made punish- able by fine may, if committed within the limits of this Order, be prosecuted summarily under Article 52, provided that the maximum fine which can be imposed in the case of offences under the Ordinances tried summarily shall be £200 instead of £20.
188. Subject to Rules of Court made under Article 155 the jurisdiction conferred by the Companies Ordinances upon any Court shall within the limits of this Order be exercised by the Supreme Court,
189.-(1) The Consul-General at Shanghai shall be Registrar of Companies at Shanghai.
(2) All acts done within the limits of this Order in pursuance of any provision of the Companies Ordinances by, to, with, or before the Registrar of Companies at Shanghai shall, subject to the provisions of this Order, be of the same force and validity as if they had been done by, to, with, or before the Registrar of Companies in Hong Kong.
(3) The Registrar of Companies at Shanghai shall be entitled to initiate such proceedings in the Court as he may think neces- sary to enforce compliance with the provisions of this Order on the part of British Companies in China.
190. Where the general or substantial control of the business of a Company incorporated under the Ordinance is exercised by a person or persons ordinarily resident within the limits of this Order, such Company shall, irrespective of the place at which the Board of Directors may meet, or of any other circumstances, be deemed to be a Company of which the operations are directed and controlled from a place within the limits of this Order, and shall be a China Company within the meaning of this Order.
191. In all matters relating to a Hong Kong China Company the jurisdiction of the Supreme Court and of the Supreme Court of Hong Kong shall be concurrent, and the said two Courts shall in all respects be auxiliary to each other.
192. Where any proceedings relating to a Hong Kong China Company, or for the winding up of any such Company, are comi- menced in the Supreme Court, and it appears that the principal
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part of such Company's business is carried on within the limits of Hong Kong, or that for any other reason such proceedings might more convemently be carried on at Hong Kong, the Supreme Court may, of its own motion, or on the application of any party, make an Order transferring the proceedings to the Supreme Court of Hong Kong.
198. The Supreme Court shall enforce within the limits of this Order any Order or Decree made by the Supreme Court of Hong Kong in the course of any proceedings relating to a Hong Kong China Company, or for the winding up of any such Company.
194. (1) The majority of the directors of a China Company shall be British subjects resident within the limits of this Order.
If at any time the proportion of directors who are British subjects resident within the limits of this Order falls to or below one-half, it shall be the duty of the directors and also of the shareholders of the Company to take within 30 days, or such further period as the Court may allow, all necessary steps for the appointment of such number of directors who are British subjects resident within the limits of this Order as may be necessary to comply with the provisions of this Article.
(2) No person, other than a British subject resident within the limits of this Order, shall act as managing director or in any posi- tion similar to that of managing director, or shall otherwise exercise general or substantial control of the business of a China Company.
(3) If default is made in compliance with any of the provisions of this Article the Company shall be liable to a fine not exceeding 50 dollars for every day during which the default continues, and every director and every manager of the Company who know- ingly authorises or permits the default shall be liable to the like penalty.
(4) Failure to comply with the provisions of this Article shall be a ground upon which an order for winding up the Company may be made by the Court.
195. No person other than a British subject shall be entitled to act as the auditor of a China Company. The appointment of any such person as the auditor of a China Company shall be void, and any certificate or other document given, or act done, by any person who is not a British subject purporting to act as auditor of a China Company shall not be held to comply with any requirements of the Companies Ordinances.
196. No person other than a British subject shall be appointed to act within the limits of this Order as liquidator of a British Company, or as receiver or manager on behalf of the debenture- holders of the property of a British Company, except with the sanction of the Court.
197.-(1) All documents and other written information which a Company is required by the Companies Ordinances to file with the Registrar of Companies shall, in the case of a China Com- pany, be filed with the Registrar of Companies at Shanghai, and a copy of all such documents and other written information shall,
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