66344-1920-The-China-Companies-Amendment-Order-in-Council-1919 — Page 2

THE HONGKONG GOVERNMENT GAZETTE, JANUARY 30, 1920.

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"The Ordinance" means "The Companies Ordinance, 1911, of the Colony of Hongkong," and includes any Ordinance amending or substituted for the same.

3. Where the general or substantial control of the business of a Company incor- porated under the Ordinance is exercised by a person or persons ordinarily resident within the limits of this Order, such Company shall, irrespective of the place at which the Board of Directors may meet, or of any other circumstances, be deemed to be a Company of which the operations are directed and controlled from a place within the limits of this Order and shall be a China Company within the meaning of "The China (Companies) Order in Council, 1915."

4.-(1.) No person, other than a British subject resident within the limits of this Order, shall act as managing director or in any position similar to that of managing director, or shall otherwise exercise general or substantial control of the business of a China Company.

(2.) If default is made in compliance with this article the Comany shall be liable to a fine not exceeding 50 dollars for every day during which the default continues, and every director and every manager of the Company who knowingly authorizes or permits the default shall be liable to the like penalty.

(3.) 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.

(4.) This article shall come into force 60 days after the publication of this Order.

5. 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 Com- pany, be filed with the Registrar of Companies at Shanghai.

6.-(1.) The provisions of the Fire and Marine Insurance Companies Ordinance shall be applied to China Companies and Hongkong China Companies.

(2.) All acts done within the limits of this Order in pursuance of the Fire and Marine Insurance Companies Ordinance by, to, with, or before the Registrar of Companies at Shanghai shall, subject to the provisions of this Order, be of the same force and validity as if they had been done by, to, with, or before the Registrar of Companies in Hongkong.

(3.) The Registrar of Companies at Shanghai shall be entitled to initiate such pro- ceedings as he may think necessary to enforce compliance with the provisions of this Order.

7.-(1.) Subject to the provisions of this Order the jurisdiction of the Court in respect. of China Companies and Hongkong China Companies shall be exercised, so far as circumstances admit, in conformity with the provisions of the Fire and Marine Insurance Companies Ordinance.

(2.) The duties of the Governor or of the Governor in Council under Sections 5 (2), 5 (5), 6 (2), and 7 (1), and of paragraphs 2, 3 and 7 of the First Schedule of the Fire and Marine Insurance Companies Ordinance shall, within the limits of this Order, be exercised by the Minister.

(3.) All offences under the Fire and Marine Insurance Companies Ordinance made. punishable by fine may, if committed within the limits of this Order, be prosecuted summarily under Article 48 of "The China Order in Council, 1904," provided that the maximum fine which can be imposed in the case of offences tried summarily shall be £200 instead of £20.

8. All fees prescribed by or under the Fire and Marine Insurance Companies Ordinance which are paid to the Registrar of Companies at Shanghai shall be paid by him to the Colonial Treasurer at Hongkong.

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