A176
Ord. No. 27/86
BANKING
BANKING
Ord. No. 27/86
A177
Audit.
(Cap. 32.)
Publication of
audited balance sheet, etc.
(Cap. 32.)
(3) Where the seal of an authorized institution has been affixed to an instru- ment, and the affixing thereof has been attested, in accordance with subsection (2), no person shall be concerned to see that the seal could not be affixed in accordance with the institution's articles of association or regulations.
(4) Every director and every manager
(a) of an authorized institution which contravenes subsection (1); or
(b) who fails without reasonable excuse to comply with or to carry out any direction given by the Commissioner or some other person under sub- section (1),
commits an offence and is liable
(i) on conviction upon indictment to a fine of $1,000,000 and to imprisonment for 5 years and, in the case of a continuing offence, to a further fine of $50,000 for every day during which the offence continues; or
(ii) on summary conviction to a fine of $50,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $5,000 for every day during which the offence continues.
PART XI
AUDITS AND MEETINGS
59. (1) Every authorized institution which is a company, and its auditors, shall comply with the Companies Ordinance with respect to the audit of a company's accounts, whether or not the institution is incorporated under that Ordinance,
(2) The Commissioner may, after consultation with the authorized institution, appoint another auditor to act in addition to the auditor appointed by the institution in accordance with the Companies Ordinance or, in the case of an authorized institu- tion which is an unincorporated bank, section 110.
(3) The Commissioner may at any time, whether or not the appointment of such person has terminated, fix the remuneration and expenses to be paid by an authorized institution to any auditor appointed by the Commissioner under sub- section (2).
(4) Any authorized institution aggrieved by a decision of the Commissioner under subsection (3) may appeal to the Governor in Council against the decision.
(5) Every director and every manager of an authorized institution which contravenes subsection (1) commits an offence and is liable—
(a) on conviction upon indictment to a fine of $200,000 and to imprisonment
for 2 years; or
(b) on summary conviction to a fine of $50,000 and to imprisonment for
6 months.
60. (1) Every authorized institution shall, not later than 6 months after the close of each financial year, publish in one English language daily newspaper and one Chinese language daily newspaper, each of which shall be a newspaper circulating in Hong Kong-
(a) a copy of its audited annual balance sheet for that year, and any notes thereon, a copy of the profit and loss account and a copy of the report of the auditor made pursuant to section 141 of the Companies Ordinance or section 110 of this Ordinance;
(b) the full and correct names of all persons who are directors or managers for
the time being of the institution; and
(c) the names of all subsidiaries, for the time being, of the institution,
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and shall thereafter exhibit them throughout the year in a conspicuous position in the principal place of business of the institution in Hong Kong and in each local branch, together with, in the case of an authorized institution which is a company limited by shares or limited by guarantee and having a share capital, a copy of the report of the directors laid before the company in general meeting in accordance with section 129D(1) of the Companies Ordinance.
(2) A copy of each of the documents referred to in subsection (1) shall be lodged with the Commissioner by an authorized institution, prior to first exhibition thereof under subsection (1), with a list of the names of all companies of which, for the time being, its directors are also directors.
(3) If, in the case of an authorized institution incorporated outside Hong Kong, the Commissioner is satisfied that a report has been duly made by an auditor, or any person exercising a similar function in accordance with the law of the place in which the institution is incorporated, upon the annual balance sheet and accounts of the institution and a copy of such report and the report of the directors of such institution is sent to the Commissioner, he may by notice in writing exempt any such institution from this section and section 59(1) subject to such conditions as he may think proper to attach thereto.
(4) The Commissioner may require any authorized institution to submit such further information as he may think necessary for the proper understanding of the balance sheet and profit and loss accounts sent by that institution under sub- section (2); and such information shall be submitted within such period and in such manner as the Commissioner may require.
(5) The annual balance sheet of an authorized institution, copies of which are required by subsection (1) to be exhibited, shall be in such form as the Commissioner may approve.
(6) Every director and every manager of an authorized institution which contravenes subsection (1), (2), (3) or (5) commits an offence and is liable-
(a) on conviction upon indictment to a fine of $200,000; or
(b) on summary conviction to a fine of $50,000,
and, in the case of a continuing offence, to a further fine of $5,000 for every day during which the offence continues.
(7) Every director and every manager of an authorized institution which fails without reasonable excuse to comply with any requirement under subsection (4) commits an offence and is liable on conviction upon indictment or on summary con- viction to a fine of $50,000 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $2,500 for every day during which the offence continues.
61. (1) The directors of an authorized institution, any auditor of the institu- Meetings. tion, including an auditor appointed under section 59(2), or any other auditor who has acted for the institution for any period not earlier than 9 months before the date of the notice, or the Commissioner, may, by notice in writing to the other partics mentioned herein, request a meeting to discuss matters relating to the institution.
(2) Any meeting to be held in pursuance of a notice under subsection (1) may proceed notwithstanding the non-attendance of not more than one of the parties served with that notice.
62. Notwithstanding any other provision of this Ordinance or the Professional Commissioner Accountants Ordinance, the Commissioner may, where he is of the opinion that there may make
complaint where are grounds for a complaint under section 34 of that Ordinance in respect of any there is auditor of an authorized institution, including an auditor appointed under section misconduct, etc. 59(2) or approved under section 63(3)(b), make such complaint to the Registrar under by auditor. that Ordinance.
(Cap. 50.)
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