372
154
155
-
373
for England
for in the county of
Kent"
for "ten pounds"
Bat Schedule.
Table B. -comsch
Sections 13 and 347.
Names, Addresses, and Descriptions
of Subscribers.
1. John Jones of
**2. John Smith of
Number of
shares taken
by each Subscriber.
merchant 200
25
30
40
15
5
10
"3. Thomas Green of "4. John Thompson of
5. Caleb White of
"6. Andrew Brown of "*7. Cæsar White of
Total shares taken
325'
day of
Dated the
19
Witness to the above signatures,
A.B.. No. 13, Chater Road, Victoria,
Hong Kong.
TABLE C.
FORM OF MEMORANDUM AND ARTICLES OF ASSOCIATION OF A COMPANY LIMITED BY GUARANTEE, AND NOT HAVING A SHARE CAPITAL.
Memorandum of Association.
1st. The name of the company is "The Kent School Association, Limited."
2nd. The registered office of the company will be situate in Hong Kong.
3rd. The objects for which the company is estab- lished are the carrying on a school for boys in the Colony and the doing all such other things as incidental or conducive to the attainment of the above object.
4th. The liability of the members is limited.
are
5th. Every member of the company undertakes to contribute to the assets of the company in the event of its being wound up while he is a member, or within one year afterwards, for payment of the debts and liabilities of the company contracted before he censes to be a member, and the costs charges and expenses of winding up, and for the adjustment of the rights of the contributories among themselves, such amount as may be required not exceeding one hundred dollars.
WE, the several persons whose naines and addresses are subscribed, are desirous of being formed into
a company, in pursuance of this memorandum of association.
Names, Addresses, and Descriptions of Subscribers.
"1. John Jones of
"2. John Smith of
3. Thomas Green of
"4. John Thompson of
"5. Caleb White of
6. Andrew Brown of
day of
7. Cæsar White of
Dated the
schoolmaster.
19
+
77
for Hute Street,
"Clerkenwell, London","
Witness to the above signatures,
A.B.. No. 18, Chater Road, Victoria,
Hong Kong.
for Hate Street
Clerkenwell, London.
for "Act"
ARTICLES OF ASSOCIATION TO ACCOMPANY PRECEDING MEMORANDUM OF ASSOCIATION.
Preliminary.
1. In these regulations:-
The Ordinance, means the Companies Ordinance,
1932.
1st Schedula.
Table G --conte
for "Act" for "1929"
as
fo
"Act"
When any provision of the. Ordinance is referred
to the reference is to such provision modified by any Ordinance for the time being for Statute "
in force.
Unless the context otherwise requires, expressions defined in the Ordinance or any statutory modification thereof in force at the date at which these regulations become binding on the company, shall have the meanings 20 defined.
Members,
2. The number of members with which the com- pany proposes to be registered is 500, but the directors may from time to time register an increase of members.
3. The subscribers to the memorandum of association and such other persons as the directors shall admit to membership shall be members of the "ompany.
General Meetings.
4. The first general meeting shall be held at such time, not being less than one month nor more than three months after the incorporation of the company, and at such place, as the directors may determine.
5. A general meeting shall be held once in every calendar year at such time (not being more thian fifteen months after the holding of the last preceding general meeting) and place as may be prescribed by the company in general meeting, or, in default, at such time in the third month following that in which the anniversary of the company's incorporation occurs, and at such place as the directors shall appoint. In default of a general meeting_being so held, a general meeting shall be held in the month next following, and may be convened by any two members in the same manner as nearly as possible as that in which meetings are to be convened by the directors.
6. The above-mentioned general meetings shall be called ordinary general meetings; all other general meetings shall be called extraordinary general meetings.
-
7. The directors may, whenever they think fit, convene an extraordinary general meeting, and extra- ordinary general meetings shall also be convened on such requisition, or, in default, may be convened by such requisitionists, as provided by section 113 of the Ordinance. If at any time there are not within the Colony sufficient directors capable of acting to form a quorum, any director or any two members of the company may convene an extraordir ary general meeting in the same manner as nearly as possible as that in which meetings may be convened by the directors.
Notice of General Meetings,
for "Act"
for "114 of the Act" for "United Kingdom"
8. Subject to the provisions of section 116 (2) of for "#14 (2) of the Act"
the Ordinance relating to special resolutions, seven days notice at the least (exclusive of the day on which the notice is served or deemed to be served. but inclusive of the day for which notice is given) specifying the place, the day, and the hour of meet- ing and, in case of special business. the general