A354
Ord. No. 63/88
Company investigation on requisition by members
1985 c. 6, s. 214
Company
report to members
SECURITIES (DISCLOSURE OF INTERESTS)
(3) Whenever in pursuance of a requirement imposed by a listed com- pany that is or is the holding company of an authorized financial institution on a person under section 18 the listed company receives information to which this section applies, and that information relates to listed shares, the company is under a duty (in addition to the duty imposed by subsection (1)) to notify the Commissioner of Banking of that information.
(4) This section applies to any information received in pursuance of a requirement imposed by section 18 which relates to the present interests held by any persons in shares comprised in relevant share capital of the company in question.
(5) A duty imposed on a listed company by subsection (1) or (3) must be performed before the end of the day next following that on which it arises.
(6) If a listed company makes default in complying with this section the company and every officer of it who is in default commits an offence and is liable to a fine of $2,000.
21. (1) A listed company may be required to exercise its powers under section 18 on the requisition of members of the company holding at the date of the deposit of the requisition not less than one-tenth of such of the paid-up capital of the company as carries at that date the right of voting at general meetings of the company.
(2) The requisition must—
(a) state that the requisitionists are requiring the company to exercise
its powers under section 18;
(b) specify the manner in which they require those powers to be
exercised; and
(c) give reasonable grounds for requiring the company to exercise
those powers in the manner specified,
and must be signed by the requisitionists and deposited at the company's registered office.
(3) The requisition may consist of several documents in like form each signed by one or more requisitionists.
(4) On the deposit of a requisition complying with this section it is the company's duty to exercise its powers under section 18 in the manner specified in the requisition.
(5) If default is made in complying with subsection (4), the listed company and every officer of it who is in default commits an offence and is liable on summary conviction to a fine of $10,000 and on conviction upon indictment to a fine of $100,000.
(6) In this section and in sections 22 and 23 a reference to a company's registered office shall, where the company does not have a registered office in Hong Kong, be deemed to be a reference to the company's principal place of business in Hong Kong.
22. (1) On the conclusion of an investigation carried out by a listed company in pursuance of a requisition under section 21, it is the company's 1985 c. 6. s. 215 duty to cause a report of the information received in pursuance of that investigation to be prepared, and the report shall be made available at the company's registered office within 15 days after the conclusion of that investigation.
SECURITIES (DISCLOSURE OF INTERESTS)
Ord. No. 63/88
A355
(2) Where---
(a) a company undertakes an investigation in pursuance of a
requisition under section 21; and
(b) the investigation is not concluded before the end of 3 months beginning with the date immediately following the date of the deposit of the requisition,
it is the duty of the company to cause to be prepared, in respect of that period and each successive period of 3 months ending before the conclusion of the investigation, an interim report of the information received during that period in pursuance of the investigation.
(3) Each report prepared under subsection (2) shall be made available at the company's registered office within 15 days after the end of the period to which it relates.
(4) A report prepared under this section shall not include any information with respect to a company entitled to avail itself of the benefit conferred by section 128(3) or 129(3) of the Companies Ordinance; but (Cap. 32) where any such information is omitted, that fact shall be stated in the report. (5) The company shall, within 3 days of making any report prepared under this section available at its registered office, notify the requisitionists that the report is so available.
(6) An investigation carried out by a listed company in pursuance of a requisition under section 21 is regarded for the purposes of this section as concluded when the company has made all such inquiries as are necessary or expedient for the purposes of the requisition and in the case of each such inquiry, either a response has been received by the company or the time allowed for a response has elapsed.
(7) A report prepared under this section-
(a) shall be kept at the company's registered office from the day on which it is first available there in accordance with subsection (1) or (3) until the expiration of 6 years beginning with the day next following that day; and
(b) shall be available for inspection in accordance with section 27 so
long as it is so kept.
(8) If default is made in complying with subsection (1), (2), (3), (5) or (7)(a), the company and every officer of it who is in default commits an offence and is liable on summary conviction to a fine of $10,000 and on conviction upon indictment to a fine of $100,000.
23. (1) Whenever a report is prepared under section 22, and that report relates to listed shares, the listed company is under a duty to deliver a copy of the report to the Unified Exchange and the Commissioner.
(2) Upon receipt of any report under subsection (1) the Unified Exchange shall forthwith publish such report in such manner and for such period as may be approved by the Commissioner.
(3) Whenever a report is prepared under section 22 by a listed company that is or is the holding company of an authorized financial institution, and that report relates to listed shares, the listed company is under a duty (in addition to the duty imposed by subsection (1)) to deliver a copy of the report to the Commissioner of Banking.
Duty to deliver report prepared
under section 22 to Unified
Commissioner
Exchange, and
Commissioner of Banking
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