714698-1865-HONGKONG-ANNO-VICESIMO-OCTAVO-VICTORIE-REGINE-NO-1-OF-1865- — Page 22

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THE HONGKONG GOVERNMENT GAZETTE, 18TH MARCH, 1865.

Court may have re- gard to Wishes of Creditors.

Power to Court to appoint additional Li-

vision,

for the Purpose of giving Jurisdiction to the Court over Suits and Actions, be deemed to be a Petition for winding-up the Company by the Court.

CXXXVIII. The Court may, in determining whether a Company is to be wound up altogether by the Court or subject to the Supervision of the Court, in the Appointinent of Liquidator or Liquidators, and in all other Matters relating to the winding-up subject to Supervision, have regard to the Wishes of the Creditors or Contributories as proved to it by any sufficient Evidence, and may direct Meetings of the Creditors or Contribu- tories to be summoned, held, and regulated in such Manner as the Court directs for the Purpose of ascertaining their Wishes, and may appoint a Person to act as Chairman of any such Meeting, and to report the Result of such Meeting to the Court: In the case of Creditors, regard shall be had to the Value of the Debts due to each Creditor, and in the Case of Contributories to the Number of Votes conferred on each Contributory by the Regulations of the Company.

CXXXIX. Where any Order is made by the Court for a Winding-up subject to the quidators in winding- Supervision of the Court, the Court may, in such Order or in any subsequent Order, up subject to Super-appoint any additional Liquidator or Liquidators; and any Liquidators so appointed by the Court shall have the same Powers, be subject to the same Obligations, and in all respects stand in the same Position as if they had been appointed by the Company: The Court may from Time to Time remove any Liquidators so appointed by the Court, and fill up any Vacancy occasioned by such Removal, or by Death or Resignation.

Effect of Order of Court for winding-up

CXL. Where an Order is made for a Winding-up subject to the Supervision of subject to Supervision. the Court, the Liquidators appointed to conduct such Winding-up may, subject to any Restrictions imposed by the Court, exercise all their Powers, without the Sanction or Intervention of the Court, in the same Manner as if the Company were being wound up altogether voluntarily; but, save as aforesaid, any Order made by the Court for a Winding-up, subject to the Supervision of the Court, shall for all Purposes, including the staying of Actions, Suits, and other Proceedings, be deemed to be an Order of the Court for winding-up the Company by the Court, and shall confer full Authority on the Court to make Calls, or to enforce Calls made by the Liquidators, and to exercise all other Powers which it might have exercised if an Order had been made for winding-up the Company altogether by the Court, and in the Construction of the Provisions whereby the Court is empowered to direct any Act or Thing to be done to, or in favour of, the Official Liquidators, the Expression Official Liquidators shall be deemed to mean the Liquidators conducting the Winding-up, subject to the Supervision of the Court. Appointment in CXLI. Where an Order has been made for the Winding-up of a Company subject tary Liquidators to to the Supervision of the Court, and such Order is afterwards superseded by an Order Office of Official Li-directing the Company to be wound up compulsorily, the Court may in such last- mentioned Order, or in any subsequent Order, appoint the voluntary Liquidators or any of them, either provisionally or permanently, and either with or without the Addition of any other Persons, to be Official Liquidators.

certain cases of volun-

quidators.

Dispositions after

the commencement of

ded.

Supplemental Provisions.

CXLII. Where any Company is being wound up by the Court or subject to the the Winding-up avoi- Supervision of the Court, all Dispositions of the Property, Effects and Things in Action of the Company, and every Transfer of Shares, or Alteration in the Status of the Members of the Company made between the Commencement of the winding-up and the Order for winding-up, shall, unless the Court otherwise orders, be void.

The Books of the

facie Evidence."

CXLIII. Where any Company is being wound up, all Books, Accounts, and Company to be primá Documents of the Company and of the Liquidators shall, as between the Contributories

of the Company, be primâ facie Evidence of the Truth of all Matters purporting to be. therein recorded.

Documents of the Company.

As to Disposal of CXLIV. Where any Company has been wound up under this Ordinance and is Books, Accounts, and about to be dissolved, the Books, Accounts, and Documents of the Company and of the Liquidators may be disposed of in the following way; that is to say, where the Company has been wound up by or subject to the Supervision of the Court, in such way as the Court directs, and where the Company has been wound up voluntarily, in such way as the Company by an Extraordinary Resolution directs; but after the Lapse of Five Years from the Date of such Dissolution, no Responsibility shall rest on the Company, or the Liquidators, or any one to whom the Custody of such Books, Accounts, and Documents