Directory_and_Chronicle_1940 — Page 134

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THE CHINA (COMPANIES) ORDER IN COUNCIL, 1915

(3) The Registrar of Companies at Shanghai shall be entitled to initiate such proceedings in the Court as he may think necessary to enforce compliance with the provisions of this Order on the part of British Companies in China.

4. The Judge may by Rules of Court confer upon Provincial Courts jurisdic- tion in matters dealt with in the Ordinance, and may specify in such Rules the Courts by which, and the classes of cases in which, such jurisdiction shall be exercised, but subject thereto the jurisdiction conferred by the Ordinance upon any Court shall within the limits of this Order be exercised by the Supreme Court.

5. In all matters relating to a Hongkong China Company the jurisdiction of the Supreme Court and of the Supreme Court of Hongkong shall be concurrent, and the said two Courts shall in all respects be auxiliary to each other.

6. Where any proceedings relating to a Hongkong China Company, or for the winding up of any such Company, are commenced in the Supreme Court, and it appears that the principal part of such Company's business is carried on within the limits of Hongkong, or that for any other reason such proceedings might more con- veniently be carried on at Hongkong, the Supreme Court may, of its own motion, or on the application of any party, make an Order transferring the proceedings to the Supreme Court of Hongkong.

7. The Supreme Court shall enforce within the limits of this Order any Order or Decree made by the Supreme Court of Hongkong in the course of any proceed- ings relating to a Hongkong China Company, or for the winding up of any such Company.

8.-(1) The majority of the Directors of a China Company shall be British Subjects resident within the limits of this Order.

(2) If at any time the proportion of Directors who are British Subjects resident within the limits of this Order falls to or below one-half, it shall be the. duty of the Directors and also of the Shareholders of the Company to take within' 30 days, or such further period as the Court may allow, all necessary steps for the ap- pointment of such number of Directors who are British Subjects resident within the limits of this Order as may be necessary to comply with the provisions of this article.

(3) If default is made in compliance with this article the Company shall be liable to a fine not exceeding 50 dollars for every day during which the default con- tinues, and every Director and every Manager of the Company who knowingly authorizes or permits the default shall be liable to the like penalty.

(4) Failure to comply with the provisions of this article shall be a ground upon which an Order for winding up the Company may be made by the Court.

9. No person other than a British Subject shall be entitled to act as the auditor of a China Company. The appointment of any such person as the auditor of a China Company shall be void, and any certificate or other document given, or act done, by any person who is not a British Subject purporting to act as auditor of a China Company shall not be held to comply with any requirements of the Ordinance.

10. No person other than a British Subject shall be appointed to act within the limits of this Order as liquidator of a British Company or as receiver or manager on behalf of the debenture-holders of the property of a British Company except with the sanction of the Court.

11. (1) All documents and other written information which a Company is required by the Ordinance to file with the Registrar of Companies shall, in the case of a China Company, be filed with the Registrar of Companies at Shanghai, and a copy of all such documents and other written information shall, in the case of a Hongkong China Company, be filed with the Registrar of Companies at Shanghai,