1984 Ed.]
Companies
[CAP. 32
65
(4) This section shall not apply to any share certificate, prospectus or report issued by a company before the commencement* of the Companies (Amendment) Ordinance 1984.
(Added 6 of 1984, s. 27)
57B. (1) Notwithstanding anything in a company's memorandum or articles, the directors shall not without the prior approval of the company in general meeting exercise any power of the company to allot shares:
Provided that no such prior approval shall be required in relation to the allotment of shares in the company under an offer made pro rata by the company to the members of the company, excluding for that purpose any member whose address is in a place where such offer is not permitted under the law of that place.
(2) Approval for the purposes of this section may be confined to a particular exercise of that power or may apply to the exercise of that power generally; and any such approval may be unconditional or subject to conditions.
(3) Any approval for the purposes of this section shall continue in force until—
(a) the conclusion of the annual general meeting commencing next after the date on which the approval was given; or
(b) the expiration of the period within which the next annual general meeting after that date is required by law to be held,
whichever is the earlier; but any approval may be previously revoked or varied by the company in general meeting.
(4) The directors may allot shares notwithstanding that an approval for the purposes of this section has ceased to be in force if the shares are allotted in pursuance of an offer, agreement or option made or granted by them while the approval was in force and they were authorized by the approval to make or grant an offer, agreement or option which would or might require shares to be allotted after the expiration of the approval.
(5) Section 117 shall apply to any resolution whereby an approval is given for the purposes of this section or revoked or varied under subsection (3).
(6) Any director who knowingly and wilfully contravenes, or permits or authorizes the contravention of, this section shall be liable to a fine of $10,000 and to imprisonment for 6 months.
(7) Nothing in this section shall affect the validity of any allotment of shares or require approval for the allotment to the subscribers of a company's memorandum of shares in the company which, by subscribing the memorandum, they have agreed to take.
(8) This section shall not apply to any allotment of shares made by a company before—
(6 of 1984.) [*31.8.84.]
Approval of company required for allotment of shares by directors.
[cf. 1980 c. 22, s. 14.]
1984 Ed.]
Companies
[CAP. 32
65
(4) This section shall not apply to any share certificate, pro- spectus or report issued by a company before the commencement* of the Companies (Amendment) Ordinance 1984.
(Added, 6 of 1984, s. 27)
57B. (1) Notwithstanding anything in a company's memoran- dum or articles, the directors shall not without the prior approval of the company in general meeting exercise any power of the company to allot shares:
Provided that no such prior approval shall be required in relation to the allotment of shares in the company under an offer made pro rata by the company to the members of the company, excluding for that purpose any member whose address is in a place where such offer is not permitted under the law of that place.
(2) Approval for the purposes of this section may be confined to a particular exercise of that power or may apply to the exercise of that power generally; and any such approval may be unconditional or subject to conditions.
(3) Any approval for the purposes of this section shall con- tinue in force until—
(a) the conclusion of the annual general meeting commencing
next after the date on which the approval was given; or (b) the expiration of the period within which the next annual general meeting after that date is required by law to be held,
whichever is the earlier; but any approval may be previously revoked or varied by the company in general meeting.
(4) The directors may allot shares notwithstanding that an approval for the purposes of this section has ceased to be in force if the shares are allotted in pursuance of an offer, agreement or option made or granted by them while the approval was in force and they were authorized by the approval to make or grant an offer, agree- ment or option which would or might require shares to be allotted after the expiration of the approval.
(5) Section 117 shall apply to any resolution whereby an approval is given for the purposes of this section or revoked or varied under subsection (3).
(6) Any director who knowingly and wilfully contravenes, or permits or authorizes the contravention of, this section shall be liable to a fine of $10,000 and to imprisonment for 6 months.
городне
(7) `Nothing in this section shall affect the validity of any allotment of shares or require approval for the allotment to the subscribers of a company's memorandum of shares in the company which, by subscribing the memorandum, they have agreed to take.
(8) This section shall not apply to any allotment of shares made by a company before-
(6 of 1984.) [*31.8.84.]
Approval of company required for allotment of shares by directors.
[ef. 1980 c. 22, s. 14.]
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