THE HONGKONG GOVERNMENT GAZETTE, 28TH AUGUST, 1875.
shall come into operation until an order of the court is registered by the Registrar of Companies, as is hereinafter mentioned.
its name for a
IX. The company shall, after the date of the passing of any Company to special resolution for reducing its capital, add to its name, until add "and such date as the court may fix, the words "and reduced," as the reduced "* to last words in its name, and those words shall, until such date, be limited period. deemed to be part of the name of the company within the mean- [sec. 10]. ing of the principal Ordinance.
X. A company which has passed a special resolution for re- Company to ducing its capital, may apply to the court by petition for an order apply to the confirming the reduction, and on the hearing of the petition, the court for an
order confirm- court, if-satisfied that with respect to every creditor of the com-
ing reduction. pany who, under the provisions of this Ordinance, is entitled to [sec. 11]. object to the reduction, either his consent to the reduction has been obtained, or his debt or claim has been discharged or has determined, or has been secured as hereinafter provided, may make an order confirming the reduction on such terms and subject to such conditions as it deems fit.
XI. Where a company proposes to reduce its capital, every Creditors may creditor of the company who, at the date fixed by the court, is object to entitled to any debt or claim which, if that date were the com- reduction, and list of objecting mencement of the winding-up of the company, would be admissi- creditors to be ble in proof against the company, shall be entitled to object to settled by the the proposed reduction, and to be entered in the list of creditors court, who are so entitled to object.
[sec. 13]. The court shall settle a list of such creditors, and for that purpose shall ascertain as far as possible, without requiring an application from any creditor, the names of such creditors and the nature and amount of their debts or claims, and may publish notices fixing a certain day or days within which creditors of the company who are not entered on the list are to claim to be so entered or to be excluded from the right of objecting to the pro- posed reduction.
consent of
debt. [sec. 14].
XII. Where a creditor whose name is entered on the list of Court may creditors, and whose debt or claim is not discharged or determined, dispense with does not consent to the proposed reduction, the court may (if it creditor on think fit) dispense with such consent on the company securing security being the payment of the debt or claim of such creditor by setting apart given for his and appropriating in such manner as the court may direct, a sum of such amount as is hereinafter mentioned; that is to say
(1.) If the full amount of the debt or claim of the creditor is admitted by the company, or, though not admitted, is such as the company are willing to set apart and ap- propriate, then the full amount of the debt or claim shall be set apart and appropriated. (2.) If the full amount of the debt or claim of the creditor is not admitted by the company, and is not such as the company are willing to set apart and appropriate, or if the amount is contingent or not ascertained, then the court may, if it think fit, inquire into and adjudicate upon the validity of such debt or claim, and the amount for which the company may be liable in respect thereof, in the same manner as if the company were being wound up by the court, and the amount fixed by the court on such inquiry and adjudication shall be set apart and appropriated.
[sec. 15].
XIII. The Registrar of Companies, upon the production Order and to him of an order of the court confirming the reduction of the minute to be capital of a company, and the delivery to him of a copy of the registered. order and of a minute (approved by the court), showing with respect to the capital of the company, as altered by the order, the amount of such capital, the number of shares in which it is to be divided, and the amount of each share, shall register the order and minute, and on the registration the special resolution con- firmed by the order so registered shall take effect.
Notice of such registration shall be published in such manner as the court may direct.
The Registrar shall certify under his hand the registration of the order and minute, and his certificate shall be conclusive evidence that all the requisitions of this Ordinance with respect to the reduction of capital have been complied with, and that the capital of the company is such as is stated in the minute.
association.
XIV. The minute, when registered, shall be deemed to be Minute to form substituted for the corresponding part of the memorandum of part of memo- association of the company, and shall be of the same validity, and randum of subject to the same alterations, as if it had been originally con- [sec. 16]. tained in the memorandum of association; and, subject, as in this Ordinance mentioned, no member of the company, whether past or present, shall be liable in respect of any share to any call or contribution exceeding in amount the difference (if any) between the amount which has been paid on such share and the amount of the share as fixed by the minute.
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