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Power of
company to hold lands.
19 & 20 Geo. 5, c. 23,
s. 14.
Conclusive- ness of certificate
of incorpora- tion.
19 & 20 Geo.
5, c. 23,
8. 15.
Registration of unlimited company as limited.
19 & 20 Geo.
5, c. 23, s. 16.
(2) From the date of incorporation mentioned in the certificate of incorporation, the subscribers of the memorandum, together with such other persons as may from time to time become members of the company, shall be a body corporate by the name contained in the memorandum, capable forthwith of exercising all the functions of an incorporated com pany, and having perpetual succession and a common scal, but with such liability on the part of the mem- bers to contribute to the assets of the company in the event of its being wound up as is mentioned in this Ordinance.
16.-(1) A company incorporated under this Ordin-
shall have power to hold lands:
ance
Provided that a company formed for the purpose of promoting art, science, religion, charity or any other like object not involving the acquisition of gain by the company or by its individual members, shall not, without the licence of the Governor hold more than two acres of land, but the Governor may by licence empower any such company to hold lands in such quantity, and subject to such conditions, as he may think fit,
(2) A licence given by the Governor under this section shall be in accordance with the form set out in the Second Schedule to this Ordinance, or as near thereto as circumstances admit,
17. (1) A certificate of incorporation given by the registrar in respect of any association shall be conclusive evidence that all the requirements of this Ordinance in respect of registration and of matters precedent and incidental thereto have been complied with, and that the association is a company authorised to be registered and duly registered under this Ordin-
ance.
(2) A statutory declaration by a solicitor of the Supreme Court, engaged in the formation of the com- pany, or by à person named in the articles as a director or secretary of the company, of compliance with all or any of the said requirements shall be produced to the registrar, and the registrar may accept such a declaration as sufficient evidence of compliance.
18. (1) Subject to the provisions of this section. a company registered as unlimited may register under this Ordinance as limited, or a company already registered as a limited company may re-register under this Ordinance, but the registration of an unlimited company as a limited company shall not affect the rights or liabilities of the company in respect of any debt or obligation incurred. or any contract entered into, by, to, with, or on behalf of the company before the registration, and those rights or liabilities may be enforced in manner provided by Part IX. of this Ordinance in the case of a company registered in pursuance of that Part.
(2) On registration in pursuance of this section 'the registrar shall close the former registration of the company, and may dispense with the delivery to him of copies of any documents with copies of which he was furnished on the occasion of the original registra- tion of the company, but, save as aforesaid, the registration shall take place in the same manner and shall have effect as if it were the first registration of the company under this Ordinance, and as if the provisions of the Ordinances under which the company was previously registered and regulated had been contained in different Ordinances from those under which the company is registered as a limited .com- pany.
і
!
Frautstans with respect to Names of Companies.
19. (1) No company shall be registered by a name Restriction which-
on registra
in
tion of com-
(a) is identical with that by which a company panies by
existence is already registered, or so certain nearly resembles that name As to be names.
19 & 20 Geo. calculated to deceive, except where the 5, c. 23,
company in existence is in the course of a. 17. being dissolved and signifies its consent in such manner as the registrar requires; or (b) contains the words "Chamber of Com- merce, "unless the company is a company which is to be registered under a licence granted in pursuance of the next following section of this Ordinance without the addition of the word 'Limited" to its
name; or
(c) contains the words "Building Society." (2) Except with the consent of the Governor no company shall be registered by a name which—
(a) contains the words "Royal" or "Imperial" or in the opinion of the registrar suggests, or is calculated to suggest, the patronage of His Majesty or of any member of the Royal Family or connection with His Majesty's Government or any department thereof; or (b) contains the words "Municipal" or "Char- tered" or in the opinion of the registrar suggests, or is calculated to suggest, con- nection with any municipality or other local suthority or with any society or body in- corporated by Royal Charter; or
Provided
(c) contains the word "Co-operative.” (d) contains the word “British**:
that this paragraph shall not apply to any China company.
20. (1) Where it is proved to the satisfaction of Power to the Governor that an association about to be formed dispense
with as a limited company is to be formed for promoting "Limited" commerce, art, science, religion, charity, or any other in name of useful object, and intends to apply its profits, if any, charitable or other income in promoting its objects, and to pro- and other
companies. hibit the payment of any dividend to its members, 19 & 20 Geo. the Governor may by licence direct that the associa- 5, c. 23, tion may be registered as a company with limited s. 18. liability, without the addition of the word "Lunited" to its name, and the association may be registered accordingly.
(2) A licence by the Governor under this section may be granted on such conditions and subject to such regulations as he may think fit, and those conditions and regulations shall be binding on the association, and shall, if the Governor so direct, be inserted in the memorandum and articles, or in one of those documents.
(9) The association shall on registration enjoy all the privileges of limited companies, and be subject to all their obligations, except those of using the word "Limited" as any part of its name, and of publishing its name, and of sending lists of members to the registrar of companies.
(4) A licence under this section may at any time be revoked by the Governor, and upon revocation the registrar shall enter the word "Limited" at the end of the name of the association upon the register. and the association shall cease to enjoy the exemptions and privileges granted by this section:
Provided that, before a licence is so revoked, the Governor shall give to the association notice in writing of his intention, and shall afford the association an opportunity of being heard in opposition to the revocation
for" "Act"
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No.58 of 1911,3.9(6) redrafted.
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