20388-1911-Ordinance-passed-and-assented-to--Companies-No-58-of-1911 — Page 30

THE HONGKONG GOVERNMENT GAZETTE, DECEMBER 15, 1911.

(2) If default is made in compliance with this section, the company shall be liable to a fine not exceeding fifty dollars for every day during which the default continues; and every director of the company who knowingly and wilfully authorises or permits the default shall be liable to the like penalty.

Duties of Directors as to Accounts. 7.--(1) The directors shall cause true accounts to be

kept-

Of the sums of money received and expended by the company and the matter in respect of which such receipt and expenditure takes place, and Of the assets and liabilities of the company. (2) The books of account shall be kept at the registered office of the company, or at such other place or places as the directors think fit, and shall always be open to the inspection of the directors,

(3) The directors shall from time to time determine whether and to what extent and at what times and places and under what conditions or regulations the accounts and books of the company or any of them shall be open to the inspection of members not being directors, and no member (not being a director) shall have any right of inspecting any account or book or doenment of the company except as conferred by statute or authorised by the directors or by the company in general meeting.

(4) Once at least in every year the directors shall lay before the company in general meeting a profit and loss account for the period since the preceding account or (in the case of the first account) since the incorporation of the company, made up to a date not more than six months before such meeting.

(5) A balance sheet shall be made out in every year and laid before the company in general meeting made up to a date not more than six months before such meeting. The balance sheet shall be accompanied by a report of the dircetors as to the state of the company's affairs, and the amount which they recommend to be paid by way of dividend, and the amount, if any, which they propose to carry to a reserve fund.

(6) A copy of the balance sheet and report shall, seven days previously to the meeting, he sent to the persons entitled to receive notices of general meetings in the manner in which notices are to be given hereunder.

(7) If default is made in compliance with any of the provisions of this section every director of the company who knowingly and wilfully authorises or permits the default shall be fiable to a fine not exceeding five hundred dollars,

Contracts, &c.

Duties of

Directors as

to accounts.

73.—(1) Contracts on behalf of a company may be Form of made as follows (that is to say) —

(7) Any contract which if made between private persous would be by law required to be in writing under seal, may be made on behalf of the company in writing under the common scal of the company, and may in the same manneg be varied or discharged :

(77) Any contract which if made between private persons would be by law required to be in writing, signed by the parties to be charged therewith, may be made on behalf of the com- pany in writing signed by any person acting under its authority, express or implied, and may in the same manner be varied or dis- charged:

(7) Any contract which if made between private persons would by law be valid although made by parol only, and not reduced into writing, may be made by parol on behalf of the com- pany by any person acting under its authority, express or implied, and may in the same man- ner be varied or discharged.

(2) All contracts made according to this section shall be effectual in law, and shall bind the company and its succes- sors and all other parties thereto, their heirs, executors, or administrators as the case may be.

contracts. 8 Edw. 7 c. 69 s. 76.

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