CO129-376 - Governor Sir Lugard - 1911 [3-4] — Page 354

82

S3

any Judge thereof

[ ]

means

و کی طرح

fl

CON-

and includes a general manager, manager and any person on sulting advisory committee, and any per- son who has the control of its affairs in the absence of a board of directors or of such consulting or advisory committee

[ ]

260. If any person or persons trade or carry on business Fenalty for under any nante or title of which "Limited" is the last improper use word, or ander any name or title of which the Chiness of word

"Limited. characters A form part, that person or those a Edw. 7 c. persous shall, unless duly incorporated with limited 69 s. 282. fiability, be liable to a fiue not exceeding fifty dollars for every day upon which that name or title has been used.

+1

Interpretation, șe.

261. In this Ordinance, unless the context otherwise Interpretas requires, the following expressions have the meanings tion. hereby assigned to them (that is to say) --

"Existing company" means a company formed and registered under the Companies Ordinance, 1865, or under the Companies Registration Ordinance, 1866;

"Company" means a company formed and registered under this Ordinance or an existing company: "Articles" means the articles of association of a company, as originally framed or as altered by special resolution, including, so far as they apply to the company, the regulations contained in Table A in First Schedule to this Ordinance; “Memorandum" means the memorandum of associ- ation of a company, az originally framed or as altered in pursuance of the provisions of this Ordinance;

→ Document" includes summons, notice, order, and

other legal process, and registers;

"Share" means share in the ahare capital of the company, and includes stock except where n distinction between stock and shares is express- ed or implied;

"Debenture" includes debouture stock;

Books and papers" and "books or papers" include

accounts, deeds, writings, and documents;

"The registrar of companies," or, when used in relation to registration of companies, "the registrar,” menus the registrar or other officer performing under this Ordinauce the duty of registration of companiosy

"The court" used in relation to a company means the Supreme Court of Hongkong and iuelades the Chief Justice and the Puisne Judge sitting separately in Court or in Chambers];

The "Full Court" means the Chief Justice and the

Puisno Judge of the Supreme Court, sitting. together in Court or in Clambers]; "General rules" neaus general rules made under

this Ordinance, and includes forms; "Prescribed" means, as respects the provisions of this Ordinance relating to the winding-up of companies, prescribed by general rules, and as respects the other provisions of this Ordinance, prescribed by the Governor, or the Governor- ju-Conueil;

"Director" [includes any person occupying the position of director by whatever name called

];

“Prospectus" means any prospectus, notice, eirenlar, advertisement, or other invitation, offering to the public for subscription or purchase any shares of debentures of a company i Solicitor" has the same meaning as in the Legal

Practitioners Ordinance, 1871.

Repeal of Ordinances and Transitional Provisions.

Ib. s. 285.

and

262. The following Ordinances are hereby repealed: Repeal of The Companies Ordinance, 1865, The Companies (Registra- Ordinances rion) Ordinance, 1866, [The Companies (Sale of Shares) savings. Ordinance, 1891,] The Companies (Lomi Registers) Ordin- 72. H. 286. ance, 1907, The Foreign Corporations Land Ordinauce.

1908, The Companies Amendment Ordinance, 1908, and The Companies (Local Registers) Amendinent Ordinance, 1909.

Provided that the repeal shall not affect--

(a) The incorporation of any company registered under any enactment hereby repealed; nor (4) Table A in the First Sebedule annexed to the Companies Ordinance, 1865, or any part thereof (either as originally contained in that Schedule or as altered in pursuance of scetion one hundred and nineteen of that Ordinance) so far as the same applies to any company existing at the commencement of this Onlinance; nor

(e) The rights which have been acquired by any foreign corporation under the Foreign Corpora- tions Land Ordinance, 1908.

Saving of

263. The provisions of this Ordinance with respect to pending pro- winding up shall not apply to any company of which the ceedings for winding up has commenced before the commencement of winding up this Orilinance, but every such company shall be wound up 8 Edw. 7 c.

in the same manner and with the same incidents as if this Ordinance had not passed, and, for the purposes of the winding up, the Ordiannce or Ordinaness under which the winding up commenced shall be deemed to remain in fuli fores,

69 s. 287.

Saving of deeds.

b, s. 288

Former re- gistration

264. Every conveyance, mortgage, or other deed, made before the commencement of this Ordinanec in pursuance of any enactment hereby repealed, shall be of the same force as if this Ordinance had not passed, and for the purposes of that deed the ropeuled enactment shall be deemed to remain in full force.

265.-(1) The office existing at the commencement of this Ordinance for registration of companies shall be offices, regis- continued as if it had been established under this Ordin-

tera, official receivera, &c. ance, continued.

1. B. 289.

kc.

Ib. a. 290.

(2) Registers of companies kept in such existing office shall respectively be deemed part of the registers of com- panies to be kept under this Ordinance,

(3) The existing registrar of companies shall during the pleasure of the Governor hold the office hitherto held by him but subject to any regalations of the Governor with regard to the execution of his duties.

Saving for 266. Until revoked and except as varied nudor the existing rules powers of this Onlinance, the general rules and orders, and of procedure

ecates of fees, under the Companies Ordinances, in force at the commencement of this Ordinance with respect to the procedure for reduction of capital, and to winding up companies, and the practice and procedure for winding up companies in foren at the commencement of this Ordinance, shali so far as they are not inconsistent with this Ordinance,

Substitution

continue in force.

267. Where soy enactment repealed by this Ordinance of provisions is mentioned or referred to in any document, that document of this Or- shall be read as if the corresponding provision (if any) or provisions of this Ordinance wore therein mentioned or referral to and repealed Or. substituted for the repealed eatment,

dinance for

dinances.

TV, 6. 201.

Saving for 263. Nothing in this Ordinance shall affect the pro- Life and Fire visions of the Life Insuruce Companies Ordinances, insurance 1907 and 1909, the Fire Insurance Companies Ordinance, 1908, or the Fire Insurance Amendment Ordinance, 1908, except that references in those Ordinances to any provision of the Companies Ordinance, 1865, shall be read as re- fereuces to the corresponding provision of this Ordinance.

Companios Ordinances.

Commence- ment of Or- dinance. Zb. e. 206.

the

269. This Ordinance shall come into operation on

day of

191

342

742