!
Notice to company keeping a local register without a licence and
thereon.
Ord. 16 of 1907 s. A.
16
(4) A local register shall, as regards the particulars entered therein, be deemed to be a part of the company's register of members, and shall be primê ficis evideves of all particulars entered therein. Any such register shall be kept in the manner provided by this Ordinance, with this qualification, that the advertisement mentioned in section 36 shall be inserted in some newspaper circulating in the district wherein the register to be closed is kept.
(5) The company shall transmit to its registered office in Hongkong a copy of every entry in its local register or registers as soon as may be after such catry is made, and the company shall cause to he kept at its registered office, duly entered 1721 from time to time, a duplicate or duplicates of its local register or registers. The provisions of section 26 shall apply to every such duplicate, and every such duplicate sbull, for all the purposes of this Ordinance, be deemed to be part of the register of members of the company.
(6) Subject to the provisions of this Ordinance with respect to the duplicate register, the shares registered in a local register shall be distinguished from the shares regis. tered in the principal register and no transaction with respect to any share registered in a local register shall, during the continuance of the registration of such shore in such focal register, be registered in any other register,
(7) The company may discontinue the keeping of any local register, and thereupon all entries in that register shall he transferred to some other local register kept by the company, or to the register of members kept at the register- ed office of the company.
(8) In relation to stamp duties the following provisions shall have effect :-
(a) Au instrument of transfer of a share registered in a local register under this Ordinance, shall, nuless exemtied within the Colony, be exempt from stamp duty,
(The share or other interest of a doreased mem- ber registered in a local register under this Ordinance shall as far as relates to Colonial probare duty not be deemed to be part of his estate and effeers situated in the Colony for or
in respect of which probate or letters of admin- istration is or are to be granted or whereal un inventory is to be exhibited and reconded.
(e) Subject to the provisions of this Ordinance, and of any rules made thereunder, any company may by its regulations as originally framed, or as altered by special resolution, make such provisious as it may think fit respecting the keeping of local registers.
36.-01.) When the registrar has reasonable cause to believe that a company is keeping in any place where it transacts business outside the Unlóny a register of members without having a valid licence maler this Ordimarg he shall publish in the Gazette and send
to the co-
proceedings pany a notice that at the expiration of two months consequent from the date of such notice the name of the company mentioned therein will unless cause to the contrary be shown Le struck off the register and the company will be dissolved. (2) At the expiration of the time mentioned in the notice the registrar may, muless 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 publication the company whose name is so struck off shall be dissolved: Provided that the liability, if any, of every director, managing officer, and member of the company shall continue and may be enforced as if the company bad not been dissolved.
() if any company or member thereof feels aggrieved by the name of such company baving been struck off the register in pursuance of this section. the company or aucto- her may apply to the court, and the court, if it be satisfied that it is just to do so, may order the name of the company to be restored to the register and thereupon the company shall be deemed to have continued in existence as if the name had never been struck off: and the court may, by
17
the order, give such directions and make such provisions as seem 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 off.
(4) A letter or notice 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 un director or officer of the company whose Game 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,
37. If a company unkes default in complying with any Penalty. of the provisions of sortion 36 or of any rule or regulation Ord. 16 of relating theveto it shall be liable to a penalty nor exceeding 1907 s. 7. fifty dollars for every day during which the default con- times and every director or manager of the company who knowingly or wilfully authorises or permits the defanit shall be liable to the like penalty.
warrants to
38.-(1) A company limited by shares, if so authorised Isane and by its articles, way, with respect to any fully paid-up shares, effect of or to stock, issue under its common seal a warrant stating share that the bearer of the warrant is entitled to the shares or bearer. stock therein specified, and may provide, by coupons or & Edw. 7 e. otherwise, for the payment of the fature dividends on the 69 s. 37. shares or stock included in the warrant, in this Ordinance termed a share warrant.
(2) A share warrant shall entitle the beurer thereof to
the shares or stock therein specified, and the shares or stock may be transferred by delivery of the warrant.
(3) The bearer of a share warrant shall, subject to the articles of the company, be entitled, on surrendering it for cancellation, to have his name entered as a member in rbe register of members; and the company shall be respousible. for any loss incurred by any person by reason of the com- pany entering in its register the name of a bearer of a share warrant in respect of the shares or stock therein specified without the warrant being surrendered and cancelled.
(4) The bearer of a share warrant may, if the articles of the company so provide, be deemed to be a member of the company within the meaning of this Ordinauce, either to the full extent or for any purposes defined in the articles ; except that he shall not be qualified in respect of the shares or stock specified in the warrant for being a director or manager of the company, in cases where such qualifica- tion is required by the articles.
(5) On the issue of a share warrant the company shall strike out of its register of members the name of the mem- ber then entered therein as holding the shures or stock specified in the warrant as if he had ceased to be a member, and shall enter in the register the following particulars, namely -
(1) The fact of the issue of the warrand ;
(i) A statement of the shares or stock included in the warrant, distinguishing cach share by its number: aud
(i) The date of the issue of the warrant.
(6) Until the warrant is surrendered, the abore parti- calars shall be deomed to be the particnlars required by this Ordinance to he entered in the registor of members; and, on the surrender, the date of the surrender must be entered as if it were the date at which a person conseil to be a member.
39.-(1) If any person---
Forgery. (7) with intent to defraud, forges or alters, or personation,
offers, utters, disposes of, or pais off, knowing unlawfully
engraving The same to be forged or altered, any share plates, &c. warrant or coupon, or any document purporting 1b, s. 38, to be a share warrant or coupon, issued in par- suance of this Ordinance; or by means of ange such forged or altered share warrant, coupon, or document, purporting as aforesaid, demands or endeavours to obtain or receive any share or interest in any company under this Ordinance,
419
No comments yet.
Private notes are available after approval.