Į
74-
company, with the addition of the shares or stock held by them respectively, distinguishing, in cases where the shares are numbered, each share by its number;
(2) A copy of any Act of Parliament, Ordinance, royal charter, letters patent, deed of settlement, contract of copartnery, cost book regulations, or other instrument constituting or rgulating the ecupany; and
(3) If the company is intended to be registered as a limited company, a statement specifying the following particulars (that is to say) :-
(a) The nominal share capital of the com- pany and the number of shares into which it is divided, or the amount of stock of which it consists
(b) The number of shares takon and the amonut paid on each share;
(c) The name of the company, with the addition of the word "limited" as the last word thereof; and
In the ease of a company intended to be registered as a company limited by guar- antee, the resolution declaring the amount of the guarantee.
281. Before the registration in pursuance of this Part Require- of this Ordinance of any company not being ย joint stock ments for company, there shall be delivered to the registrar--
registration by other
(1) A list showing the names, addresses, and occupa- than joint tions of the directors or other managers (if any) stock com-
danies, of the company; and
8 Edw. 7 c.
(2) A copy of any Acs of Parliament, Ordinance, 69 s. 253.
letters patent, deed of settlement, contract of copartnery, cost book regulations, or other instrument constituting or regulating the com- pany; and
(3) In the case of a company intended to be registered as a company limited by guarantee, a copy of
the resolution declaring the amount of the
guarantee.
232. The lists of members and directors and any other Authentica- particulars relating to the company required to be delivered. Hon of state- to the registrar shall be verified by a statutory declaration of ments of
cxisting any two or more directors or other principal officers of the companies.
company.
7b, 6. 254.
233. The registrar may require such evidence as he Registrar thinks necessary for the purpose of satisfying himself may require cvidence as whether any company proposing to be registered is or la not a joint stock company as hereinbefore defined.
to tature of company. Ib. s. 255.
with limited
234-(1) Where a banking company which was it on registra- existence at the time of the commencement of this Or- tion of bank- dinance proposes to register as a limited company, it ng company shall, at least thirty days before so rogistering, give notice liability. of its intention so to register to every person who has & notice to be banking account with the company, either by delivery of given to cus- the notice to him, or by posting it to him at, or deliver- tomers. ing it at, bis last kuown address.
(2) If the company omits to give the notice required by this section, then as between the company and the person for the time being interested in the account in respect of which the notice ought to have been given, and so far as respects the account down to the time at which notice is given, but not further or otherwise, the certificate of registration with limited liability shall have to operation.
19. a. 256.
from pay.
235. No fees shall be charged in respect of the regis- Exemption tration in pursuance of this Part of this Ordionuce of a of certain company if it is not registered as a limited company, or if cumpaules before its registration as a limited company the liability of the shareholders was limited by some other Ordinance, Act of Parliament or leriers patent.
ment of fees.
.. 257.
75
Addition of
236. When a company registers in pursuance of this limited" to Part of this Ordinance with limited liability, the word "limited" shali form and be registered as part of its name
name.
8 Edw. 7 c.
698, 258.
Certificate of
of existing companies.
Tb. g. 259.
and any Chinese equivalent of its name which the company may use shall contain the Chinese characters 有限公司:
237. On compliance with the requirements of this Part registration of this Ordinance with respect to registration, and ou pay- ment of such fees, if any, as are payable under Table B. in the First Schedule to this Ordinance, the registrar shall certify under his hand that the company applying for registration is incorporated as a company under this Ordinance, and in the ease of a limited company that it is limited, and thereupon the company shall be incorporated, and shall have perpotial succession and a common seal, with power to hold lands,
Vesting of property on registration. Tb, s. 260.
Saving for existing lia bilities.
b. 8. 261.
Continuation of existing actions.
76, s. 282.
Effect of registration.
Zb, g. 263.
238. All property, real and personal (including things in action), belonging to or vested in a company at the date of its registration in pursuance of this Part of this Ordinance, shall on registration pass to and vest in the company as incorporated under this Ordinance for all the estato and interest of the company therein.
239. Registration of a company in pursuance of this Part of this Ordinance shall not affect the rights or liabilities of the company in respect of any debt or obliga- tion incurred, or any contract entered into, by, to, with, or on behalf of, the company before registration.
240. All actions and other legai proceedings which at the time of the registration of a company in pursuance of this Part of this Ordinance are pending by or against the company, or the public officer or any member thereof, may ba continued in the same manner as if the registration had not taken place; nevertheless execution shall not issue against the effects of any individual member of the company ou any judgment, decree, or ovler obtained in any such action or proceeding; but, in the event of the property and effects of the company being insufficient to satisfy the judgment, degree, or order, an order may be obtained for winding up the company,
241. When a company is registered in pursuance of this Part of this Ordinance-
(1) All provisions contained in any Act of Parlia- mont, Ordinance, deed of settlement, contract of copartnery, cost book regulations, letters patent, or other instrument constituring or regulating the company, including, in the case of a company registered as a company limited by guarantee, the resolution declaring the amount of the guarantee, shall be deemed to be conditions and regulations of the company, in the same manner and with the same inchlets us if so much thereof as would, if the company Ind been formed under this Ordinance, have been required to be inserted in the memorandam, were con- tained in a registered nemoralinn, and the residue there were contained in registered articles:
(1) All the provisions of this Oplinanco shall apply to the company, and the nuciabers, contributories, and creditors thereof, lu the same manner in all respects as if it had been formed under this Ordinance, subject as follows (that is to say) :--
(a) The regulations in Table A. in the First Schedule to this Onlinance shall not apply unless adopted by special resolution;
(b) The provisions of this Ordinance re- lating to the numbering of shares shall not apply to any joint stock company whose shares are not umbered;
338
No comments yet.
Private notes are available after approval.