20388-1911-Ordinance-passed-and-assented-to--Companies-No-58-of-1911 — Page 9

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THE HONGKONG GOVERNMENT GAZETTE, DECEMBER 15, 1911.

Mode of forming in- corporated

company. * Edw. 7 c. 69 s. 2.

Memoran- dum of

company limited by shares. Ib. s. 3.

Memoran- dum of company limited by guarantee. Ib, s. 4.

Memoran-

dum of unlimited

company. Ib. s. 5.

Memorandum of Association.

3. Any seven or more persons (or, where the com- pany to be formed will be a private company within the meaning of this Ordinance, any two or more persons) associated for any lawful purpose may, by subscribing their names to a memorandum of association and otherwise complying with the requirements of this Ordinance in respect of registration, form an incorporated company, with or without limited liability (that is to say), either-

A company having the liability of its members limited by the memorandum to the amount, if any, paid on the shares respectively held by them (in this Ordinance termed a company limited by shares); or

(4) A company having the liability of its members limited by the memorandum to such amount as the members may respectively thereby under- take to contribute to the assets of the company in the event of its being wound up (in this Ordinance termed a company limited by guar- antee); or

(2) A company not having any limit on the liability of its members (in this Ordinance termed an unlimited company).

4. In the case of a company limited by shares-- (1) The memorandum must state-

C

(2) The name of the company, with Limited as

the last word in its name ;

(27) The address in the Colony at which the regis- tered office of the company is to be situate : (777) The objects of the company;

(e) That the liability of the members is limited ;

(r) The amount of share capital with which the company proposes to be registered, and the division thereof into shares of a fixed amount: (2) No subscriber of the memorandum may take less

than one share :

(3) Each subscriber must write opposite to his mamue the number of shares he takes.

5. In the case of a company limited by guarantee-- (1) The memorandum must state-

(i) The name of the company, with "Limited” As

the last word in its name;

(7) The address in the Colony at which the regis-

tered office of the company is to be situate; (iii) The objects of the company;

(iv) That the liability of the members is limited; (v) That each member undertakes to contribute to the assets of the company in the event of its being wound up while he is a member, or within one year afterwards, for payment of the debts and liabilities of the company contracted before he ceases to be a member, and of the costs, charges, and expeuses of winding up, and for adjustment of the rights of the contribu- tories among themselves, such amount as may be required, not exceeding a specified amount.

(2) If the company has a share capital-

() The memorandum must also state the amount of share capital with which the company proposes to be registered and the division thereof into shares of a fixed amount;

() No subscriber of the memorandum nay take

less than one share;

(i) Each subscriber must write opposite to his

name the number of shares he takes.

6. In the case of an unlimited company-

(1) The memorandum must state-

(i) The name of the company;

(ii) The address in the Colony at which the registered office of the company is to be situate;