Article 14.
- 2 -
28 END
the Board of Directors who shall submit their
resolutions through the Provincial Government
of Fukien to the Ministry of Finance for its
approval.
The Bank shall have a Board of Directors which
shall consist of 7 Directors to be appointed by
the Fukien Provincial Government......... .and
in the event of any civilian capital being
admitted in pursuance of Article 6, different
provisions will be made as regards the number of
Directors and the manner of their election.
We are instructed that the full amount of the capital
of $5,000,000 has been entirely subscribed by the Fukien
Provincial Government and so far no civilian capital has been
admitted.
From the above, it would seem that the Bank is wholly
a Government organisation financed by the Chinese Government,
and until its constitution is altered upon the admission of
civilian capital, it does not seem to possess the chief
characteristic of a company, namely, "the association of a number of individuals for some common purpose" (See 5 Hals.
2nd Edn. P. 11 and footnote "a"). It would therefore follow
that no registration would seem to be required under Section
319 of the Companies
Ordinance.
We shall be obliged if you will give this matter your
kind consideration and give us your ruling thereon, as it is our
clients' desire to comply with the Companies Ordinance if
registration is in fact required.
Bank.
We send you a copy in Chinese, of the Rules of the
Yours faithfully,
(Sa.) Ts'o & Hodgson.