260

7

261

From No.59 of 1911 S. 36 (2)(3) (4).

From section 103 (3)

of the Act.

for "Bominion"

for "Act"

for "Dominion" last part omisted. for "Dominion"

do.

for Act

for "Dominion "

do

do.

do.

words omitted. for "Act" for "Dominion"

Regulations

as to branch ragister.

19 & 29-Cheo 5, c. 23, B. 104.

12

(4) At the expiration of the time mentioned in the notice, the registrar of companies may, unless cause to the contrary is previously shown by the company, strike the name of the company off the register and shall publish notice thereof in the Gazette, and on such pubbention the company whose name is so struck off shall be dissolved: Provided that the liability, if any, of every director, manging officer, and member of the company shall continue and may be enforced as if the company had not been dissolved.

(5) If any company or member thereof feels aggrieved by the name of such company having been struck off the register in pursuance of this section, the company or member may apply to the court, and the court, if it is satisfied that it is just to do so, may order the name of the company to be restored to the register. and therenpon the company shall be deemed to have continued in existence as if the name had never been struck off and the court may, by the order. give such directions nud make such provisions aseem just for placing the company and all other persons in the same position, as nearly as may be. as if the name of the company had never been struck

<iff.

(6) A letter or moties under this section may be addressed to the company at its registered office, or, if no office has been registered. to the care of some director or officer of the company, or if there is no director or officer of the company whose naine and address are known to the registrar of companies, may be sent to each of the persons who subscribed the memorandum, addressed to him at the address mentioned in the memorandum.

(7) If default is made in complying with subsection (2) of this section, the company and every officer of the company who is in default shall be liable to a default fine.

104.--(1) A local or branch, register shall be deemed to be part of the company's register of members (in this and the next following section called "the principal register'').

(2) It shall be kept in the same manner in which the principal register is by this Ordnance required to be kept, except that the advertisement before closing the register shall be inserted in some news- paper circulating in the district where the local or branch register is keptA

(3) The company shali transmit to its registered office a copy of every entry in its local or branch register as soon as may be after the entry is made, and shail cause to be kept at its registered office, duly entered up from time to time, a duplicate of its local or branch register.

Every such duplicate shall, for all the purposes of this Ordinance, be deemed to be part of the principal register.

(4) Subject to the provisions of this section with respect to the duplicate register, the shares registered in a local or branch register shall be distinguished from the shares registered in the principal register, and no transaction with respect to any shares registered in a local or branch register shall, during the continuance of that registration, be registered in any other register.

45) A company may discontinue to keep a local or branch register, and thereupon all entries in that register shall be transferred to some other local or brauch register kept by the company or to the principal register.

(6) Subject to the provisions of this Ordinance, any company may, by its articles, make such provisions Es it may think fit respecting the keeping of local or branch registers.

43

(7) If default is made in complying with subsection (3) of this section, the company and every officer of the company who is in default shall be liable to a default fine.

frum certain

105. (1) An instrument of transfer of a share Exemption registered in a local or brunch register shall be deemed to be a transfer of property situate out of the Colony, duties in and, unless executed in any part of the Colony, shall case of be exempt from stamp duty chargeable în the shares

Colony.

registered in local or branch registers. 19 & 20 Geo,

5, c. 23, s. 105.

1932,

(2) No estate duty under the Estate Duty Ordin- Ordinance ance, 1992, shall be payable in respect of the share No. 3 of or other terest of a dureused member registered in local or branch register kept out of the Colony under this Ordinance.

for "Dominion"

words omitted

for "United Kingdom"

Lo

for " "Great Britain."

new.

do

do

"

for "this" thajesty may

106. (1) If by virtue of the law in force in any Provisions part of His Majesty's dominions outside the Colony as to branch for Great Britain" companies incorporated under that law have power registers of

companies to keep in the Colony local or branch registers of kept in the their members resident in the Colony, the Governor in Colony. Council tay by Order direct that sections ninety 19 & 20 Geo. eight and one hundred of this Ordinance shall, subject 5, c. 23, to any modifications and adaptations specified in the s. 107. Order, apply to and in relation to any such local or branch registers kept in the Colony as they apply to and in relation to the registers of companies within the meaning of this Ordinance,

(2) For the purposes of this section, the expression "His Majesty's dominions" includes any territory which is under His Majesty's protection or in respect of which a mandate under the League of Nations bas been accepted by His Majesty.

Annual Return,

107. (1) Every company having a share capital Annual shall once at least in every year make a return con- return to be

made by taining a list of all persons who, on the Fa company day as the first or only ordinary general meeting having a

in the year, are members of the company, and of share all persons who have ceased to be members since capital,

19 & 20 Geo. the date of the last return or, in the case of the

5, c. 23, first return, of the incorporation of the company.

3. 108.

(2) The list must state the names, addresses, and Occupations of all the past and present members therein mentioned (and in the case of Chinese mem- bers their names shall be given both in English and Chinese characters) and the number of shares held by each of the existing members at the date of the return, specifying shares transferred since the date of the last return or, in the case of the first return, of the incorporation of the company by persons who are still members and have ceased to be members respectively and the dates of registration of the transfers, and, if the names therein are not arranged in alphabetical order, must have annexed to it en index sufficient to enable the name of any person in the list to be readily found:

Provided that, where the company has converted any of its shares into stock and given notice of the conversion to the registrar of companies, the list must state the amount of stock held by each of the existing members instead of the amount of shares and the particulars relating to shares hereinbefore required.

(8) The return must also state the address of the registered office of the company and must contain a summary distinguishing between shares issued for cash and shares issued as fully or partly paid un otherwise than in cash, and specifying the following particulars:-

by Inter in Council"

"Act" added.

for "Great Britain"

for "Act"

for "fourteenth for "after"

Se no 58

5801911 $27(1), where

a similar

departure from

loral practice

the model was recada

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