CO129-567-10 Companies Amendment Ordinance- draft bill 15-9-1938 - 28-9-1938 — Page 206

254

Meaning of unregistered company.

19 & 20 Geo.

5. c. 23, 8. 337.

Ordinances Nos. 53 of 1911 and 18 of 1912.

120

PART X.

WINDING UP OF UNREGISTERED COMPANIES.

"

312. For the purposes of this Part of this Ordin- ance, the expression unregistered company" shall include any partnership, whether limited or not, any association and any company with the following exceptions:

(1) a company registered under the Companies Ordinance, 1865, or under the Companies Ordinance, 1911. or under this Ordinance:

(2) a partnership, association or company which consists of less than eight members and is not a foreign partnership, association or com-

pany;

(5) a partnership registered in the Colony under the Chinese Partnerships Ordinance. 1911, or under the Limited Partnerships Ordinance,

1912.

Winding up

of un- register.

313.-(1) Subject to the provisions of this Part of this Ordinance, any unregistered company may be ed companies wound up under this Ordinance, and all the provisions 19 & 20 Geo. of this Ordinance with respect to winding up sball 5. c. 23,

apply to an unregistered company, with the following exceptions and additions:

8. 338.

(a) No unregistered company shall be wound up under this Ordinance voluntarily or subject to supervision:

(b) The circumstances in which an unregistered

company may be wound up are as follows:-

(i) If the company is dissolved, or has ceased to carry on business, or is carrying on business only for the purpose of winding up its affairs;

(ii) If the company is unable to pay its debts;

(iii) If the court is of opinion that it is just and equitable that the company should be wound up:

(c) An unregistered company shall, for the pur- poses of this Ordinance, be deerned to be unable to pay its debts:

(i) If a creditor by assignment or other- wise, to whom the company is indebted in a sum exceeding five hundred dollars then due, has served on the company, by leaving at its principal place of business, or by delivering to the secretary or some director, manager, or principal officer of the company, or by otherwise serving in such manner as the court may approve or direct, a demand under his hand requiring the com- pany to pay the sum so due, and the company has for three weeks after the service of the demand neglected to pay the sum, or to secure or compound for it to the satisfaction of the creditor;

(ii) If any action or other proceeding has been instituted against any member for any debt or demand due, or claimed to be due, from the company, or from him in his character of member, and notice in writing of the institution of the action or proceeding having been served on the company by leaving the same at its principal place of business, or by delivering it to the secretary, or Some director, manager, or principal officer of