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company limited by guarantee and registered on or after the date aforesaid, purporting to divide the under- taking of the company into shares or interests shall be treated as a provision for a share capital, notwithstand- ing that the nominal amount or number of the shares or interests is not specified thereby.
24. Notwithstanding anything in the memorandum Alterations or articles of a company, no member of the company in memoran- shall be bound by an alteration made in the memo- articles
dum or
randum or articles after the date on which he became
increasing a member, if and so far as the alteration requires him liability to to take or subscribe for more shares than the number contribute held by him at the date on which the alteration is to share made, or in any way increases his liability as at that capital not
to bind date to contribute to the share capital of, or otherwise existing to pay money to, the company:
members without consent.
Provided that this section shall not apply in any 19 & 20 Geo. case where the member agrees in writing, either before 5, c. 23, or after the alteration is made, to be bound thereby. s. 22.
dum and
25.—(1) A company shall, on being so required by Copies of any member, send to him a copy of the memorandum memoran- and of the articles, if any, and a copy of any Ordin- articles to ance which alters the memorandum, subject to pay be given to ment, in the case of a copy of the memorandum and members.
for "Act of Parliament"
of the articles, of one dollar or such less sum as the 19 & 20 Geo. for "shilling". company may prescribe, and, in the case of a copy 5, c. 23, of an Ordinance, of such sum not exceeding the published price thereof as the company may require.
(2) If a company makes default in complying with this section, the company and every officer of the company who is in default shall be liable for each offence to a fine not exceeding ten dollars.
s. 23.
Issued 26.-(1) Where an alteration is made in the memo-
copies of randum of a company, every copy of the memorandum memoran- issued after the date of the alteration shall be in dum to accordance with the alteration.
embody alterations. 19 & 20 Geo.
(2) If, where any such alteration has been made, the 5, c. 23, company at any time after the date of the alteration s. 24. issues any copies of the memorandum which are not in accordance with the alteration, it shall be liable to a fine not exceeding ten dollars for each copy so issued. and every officer of the company who is in default shall be liable to the like penalty.
Membership of Company.
Definition
27.-(1) The subscribers of the memorandum of a of member. company shall be deemed to have agreed to become 19 & 20 Geo. members of the company, and on its registration shall 5, c. 23, be entered as members in its register of members.
(2) Every other person who agrees to become a member of a company, and whose name is entered in its register of members, shall be a member of the company.
Private Companies.
s. 25.
for "Act"
for "one pound"
do.
Meaning of
for "Act"
"
28.—(1) For the purposes of this Ordinance, the "private expression "private company" means a company company. which by its articles-
19 & 20 Geo. 5, c. 23,
(a) restricts the right to transfer its shares; and s. 26.
(b) limits the number of its members to fifty, not including persons who are in the employment of the company and persons who, having been formerly in the employment of the company, were while in that employment, and have continued after the determination of that employment to be, members of the company: and
(c) prohibits any invitation to the public to sub- scribe for any shares or debentures of the com- pany.
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