1914-08-07 — Page 5

INSURANCE PETITION,

C. Petition.

toposed extension

THE HONGKONG TELEGRAPH, FRIDAY, AUGUST 1014

The proposed extension is Nation Life Assurance 8 C. D.

clearly within the scope of 789 there was, under clause 119 DAIRY FARM NEWS.

sub-section (d) of section of the deed of settlement, power to Decision in China Fire Insurance 10. "To carry on some business invest surplus funds in certain or businesses which ander specified shares, and it was hold existing circumstances maye that the language of the olsase or advantage- was anch as to negative any In the Supreme Court, yester-conveniently day, Mr. Jation Gompertz ously be combined with the broad power of investment in (Chief Justin gave his dronion business of the company" and it shares generally.

is

до

the

desire

Power

shares

of

in un appliu in the matter of is my duty to confirm it. The In In re Lands Allotments the Ching Inciner Com Company however ixpressly dis- Company 1804 1.Ch. 610

to do investment of capital money pany, Linue for borin tolime

"ot another certain alterate us in the memo-life insurance business and esin

that there company, not being authorised randum stating the objects of Counsel stated

the

memorandum to engage by the Company.

Mr. E. B. Sharp, K. C., in either in sickness or in personal association, was held ultra vires. structed by Mr. Gedge, of Messra accident insurance.I am with the and Master, a86ent of the company including Johnson, Srok a

thean wo kinds of business iù made the application.

The Chief Justice aid:This the disol mer in sub-section (1) of is the petitie che bio bire clause 3 by the adilition of the Insurance Company, Limited, a words "or of insurance against Company registered in Hongkong sickness or personal accident,"

Now my difficulty may be short- ly stated-The original memoran. dum of association of the China

Fire gave no such explicit power to invest in shares as is now taken by sub-clause 8.

Unless then it is possible to The only other outstanding bring the extended power, under point here is whether this very one of the sub-sections of section considerable extension of the 10 of the Companica Ordinance, scope of the company's business is the alteration one that the Court should be followed by a change can sanction?

ander, the Com anies Ordinance 1865 for the oo.firmation by the Court of the alteration of the objects of the company proposed to be effected by special resolu-

in" is bume. I suggested the Counsel for the Company relied lion.

and on the case of Bunaut v. Eurie The ompany was established addition of the words

in 1870, with a apital of $2,000 General" after the words "China 1902 A 0. 83. The principle 000 divided inte 20,000 shares of Fire" in the title. On this point there laid down is that the dis $100 each. All bree shares have the empany left themselves in position of undivided profits is beer: issued an 1-$20 per share my hande sag sting however entirely a matter of internal that any alters in might be management. The Court bas no has been paid up. The company has had a bi, bly successful prejudicial to is business in jurisdiction to interfere. Whether career and is is a very strong other countries whore perhaps its therefore the undivided portion is position. It be built up in the identity is not so well establish- retained to credit of proft and fir it is in China and loss or carried to reserve, it may couree of its busi CAN TERBIYO arded

It was her 'poiot-{lawfully in the absence of other accumul ted funds of Jupon

reserve of ed out that the new lines of express power be invested in such $1,000,000, ex ri

business with which it is proposed securities sa the directors may 8877,588; exchange investment and flucination a count of $74. to deal will be sussidiary to the sel.c, subject to the control of a 202 and it b 214, 31st Decen main purse of the company general meeting. The power is ber, 1013, at er dit of working whiel will remain the undertak treated as an implied power account, them of $426,277 34. ing of fire in un ce; and again which many of course be excluded

Altogether it was shown that the English by express provision. Hongkong care cy.

If it is a rigid principle of law bony ma be described as mnies which have in recent

H

and

8 de coco ed an example seas obtained similar extensions that one company cannot without have retained their original name express authority become # fund agement

free from alteration, I think partner in a different under- successful.en.orĮ rise.

The company as no debenture that twenty years go the policy of taking by purchasing shares then the Courts with egard to the it matters little whether the debt. The specil resolution was passed unanimo: sly at the exalteration of a company's name investment is made out of surplus traordinary gone al meeting on was more stringent than it has profits or out of ordinary capital---- 23rd April, 1014, by shareholders recently become. See In representing 0,04 shares and at Indian Mrchnnicul Gold Com But it is urged that the earlier the confirmatury necting ou 11th pany 1801 3 h 538; In re oases deal only with capital and May, 1914, by shoulders repre- Foreign & Colonial Government say nothing about the surplus Benting 0,883 h cut of 20,000. Trust 1891 Ch. 395; In fe profits,

by l08:

the

or

Government Ch. 597.

re the result is the same.

We beg to inform our

customers that we are

in a position to supply

ALL our customers with

Butcher's Meats, Fresh

Milk and Dairy Produce

as hitherto.

M. WEINBERG & Co.,

LONDON, W.

HIGH CLASS TURKISH CIGARETTES

SPECIALS No. 1

MAHALLA.

KRUSE

SOLE

which is from the nature of its

Absence of this power would cause great inconvenienos and it! may be that the alteration pro posed falls within subsection (a)

2.

MACKINTOSH

& CO., LTD.

"MEN'S WEAR SPECIALISTS,"

HIGH GRADE

TENNIS SHOES

CANVAS

•

.AND.

BUCKSKIN

UPPERS

16

GREY

AND

RED RUBBER

SOLES

Shirts Trousers-Belts.

DES VŒUX ROAD. 16

WM. POWELL, LTD.

SOLE

TELEPHONE 945. FOR

AGENTS

SUMMER

FLEXINETTE" UNDERWEAR.

NOTE:-Floxinette has great durability, it is elastic and fits the figure, without being cumbersome. It is the

COOLEST SUMMER UNDERWEAR

Wm. POWELL, Ltď.

AND

CO.

ASK FOR SAMPLES

ACENTS.

SILIMPOPON COAL. BUNKERS

can be supplied at cheap rates

at

SANDAKAN & SEBATTIK

(British North Borneo),

At thoso ports stoomers calling for bank r coal exolusively are oxompt from all shipping dues

and charges.

A. BUNE.

TO-DAY'S ADVERTISEMENTS.

CHINA STEAM, NAVI- 'GATION CO., LTD.

From CALCUTTA, PENANG & HINGAFORK.

business liable to meet heavy claims in cash at short notice must aecessarily keep a large pro portion of its asseta' in an easily Stock, 1892 1. The Lands Allotment case was

realisable form. This company The first point!r consideration

clearly concerned with capital bas its beard in Hongkong; it arises og sub-claro (1) clause

In all those cases alteration of only. The case of the British works on a silver basis and claims 3 of the new objects a clause which in e foot

enables the name was required to cor- Nation Life turned on the point upon it are payable in silver. the company to.c cry on in addi- respond with the extension of that there was a limited power of Its reserves must therefore to s investment of surplus funds but no large extent be invested in the tion to the business of fire insur-objects.

On the other heud in the case general power to invest in shares, Colony. But the area for local kinds of insurance auce BT"

of In re Benicia Steamship I think Mr. Sharp's argument investment being very limited it business except life insurance. Now this is of co rac a very wide Limited 1800 W,N. 24, a company was a very cogent one, that the is difficult to see how the company cipgle steamship Privy Council in Burland v. Earle would place its funds if it were extension of the p were conferred limited to a by the object clase of the old acquired the power of holding cannot be supposed to have lost debarred from the purchase of memorandum which runs, I give any number of steamships at the sight of these earlier cases. If local shares. the words as tur i material only same time but no change of name the Board had considered the cu-e bet re them to be on the "The objects or which the was ordered, company is

The cares of the Enlish com- anmie tooting they must inevita stablished LIB the acquisi tan of gaiz Faules referred to in the affidavits bly have dealt with them and

are not reported. Bat it is clear either disapproved or differentist of section 10 of the Ordinance as INDO DCO againet

that similar extensions of objects ed the case under consideration. enabling the company to carry by dango:

fire ............and the paruit of fire to those now taken have been Yet not one case of that earlier on its business more economically, and more efficiently. This would insurance generty, and the doing acquired at home without change series was cited by Counsel or

noticed in the judgment.

perhaps in itself justify the all such other thugs as are in of name.

On the whole I think that I am

Again; in support of the pro proposed alteration. I prefer cidental to or caducive to the attainment of the above objects." not hose compelled to require the position that such investment is however to base my sanction on It in suggested chat the general name to be changed and I do not now treated as moatter of internal the broader ground; that the words at the en of the clause do so.

menag ment, Counsel referred me alteration merely sets out The next point arises on sub to clause 99 of Table A in the power already inherent in comprise to a cer an extent some

company's coparitution. THE Company's Steamship of the objects in the proposed clause (6) or olan 3 of the alier Camp Dies Ordinance 1011. There the

investment of undivided. In order to bring this case extension, but it is Bluted that it is ed memerandum" to invest the the desirable to preol de any question funds of the company either by profits is left to the discretion of strictly within the principle of or doubt, in the matter. I purchase of or lona upon real end the director, The Statutory mem Burland v. Earle I propose with asked for further information personal property (including orandum in the schedule, which the full essent of Counsel to add chattole real) +t cka, shares or is of course very chart, is entirely in eab-clause 6 the words "other to the additional powers

than the paid up capital" after be taken accurities, or in such other man-silent on this point, to now proposed

Now the Articles of Association the word "company" in the first and there is no on the file a ner de may be from time to time! second affidavit 1 Mr. Pemberton determined." This is a matter of the China Fire Insurance give line, thus limiting the generality the Secretary' 0. the Company which has given me some difficulty. very full powers of investment, of the proposed alteration.

There is a series of cases and on the authority of Barland I bave to express my obligatione which fully expl as the position beginning with In re Bamed's Earle those powers, as Eir asio Counsel for the extremely able Apparently whe; this company was founded in 1870 insurance Banking Corporation L. R. 3 Ch. regarde surplus funde may be and lucid manner in which they companies very rely transacted 105 and ending with Io re Lands properly dealt with in the have dealt with the authorities so The to remove what at one time I more than one fm of insurance Allotment Company 18941 Ch. Articits,

Bu investment powers some telt to be a serious difficulty. hough fire and016 which the general prin- life insurances were sometimes ciple is laid down that, in the timer ft place in the memor transacted by the same company, absence of clear power, andnu-i-tances are the British HARBOUR REGULATIONS. the funds were opt separate in begonit he price of one trad- Own Auradce Association and

The Government Gazette Hongkong, 7th August, 1914. . ing, compulation to become the merial Union Assurance the books Af however new companies usa ly took power sharehulter inther and to Contay, well-known English makes the following notifica to tranenot, insn ance generally, apply a fands for that purpose.corporations which do business tions:

06

business and

the olderman panies gradual-

ly enlarged their scopo

. the pleser time of the

.

A

'YATSHING,"

having arrived from the above are hereby informed that their ports, consignees of cargo by her goods will be delivered from alongside.

Cargo.Impeding the discharge |

or remaining on board after 4 p.m. the 8th inst. will be landed at Consignce's risk and expense.

No Fire Ineurance will be effected.

Bill of Lading will be counter-

Bigned by:

JARDINE, MATHESON

& Co., Ltd.

Geral Mansca“,

In B med's cre the Court of her.

No launch, junk or other vessel Strider alterations to that now shall appro-ch within 150 yards Apped held that the Contract Corporation die in fact possess befte me have been sanctioned of Ston outter's laland on by FOR CALAUTTA, PENANG that special power under ite mem- by the Const in the memorandur aide or they are liable to be fired orandum of association.

of local companies-the Union In on...

& SINGAPORE.

Taking cargo on Through Bills of Lading to Rangoon, Madras and Mauritius)

“DILWARA,"

28 largest Eu, lieh companios which were rig aally entitled to

Ir In re Asistic Banking Cor-lentance of Uanton and the China Should be Local Typhoon Carry on one bi ob of insur.LCO only: seven do li's fire marine sua portion L, R. 4. Ch. 252 it was Traders Insurance. I see no rea- Signals be h istod (either red or nearly every 1rm of insurance bel that the gh buying the son why im licd power in black all vesels to at once reise business; six de fire murine and shore of another company, as a heret the coatitation of the tearu ke other preparati other forms but not life: fifteen speculation, would have been company should not be explicitly for shitting berth do firs and other forms bat notullru vires, theo mpany had 38 sec calit the memorandum if the If by day steamers to shift to

bankers the power to make ad shareholders deaire it. The Court Kowloon Bay as soon as possibleTHE Steamship marize,

Similarly of eight local com-vances on the deposit of shares and has power to sanction alterations it by night raiso steam and shit panies: four i arine companies to do all such acts us were resson which substitate a complete to Kowloon Bay at daylight.

objecte in All steam-launches to proceed have recently aken powers table and proper for making the

modern form for the old to Chin Wan or Mongkok Toni Captain G. N. Ramage, RNR. transact fire and other forms of in-ssourity available.

will be despatched for the above In In re Financial Corporation concise and imperfectly expressed Shelter as about. Z surance busines, exolading life.

All native craft to proceed to ports, on MONDAY, the 10th The result is that as insurers 28 W. R.760 the general prin- objects. See the case of The generally prefer to have all their ciple was affirmed but the Euphrates Company W.N. 1904 either Mongkok or Causeway August at 2pm. SANG rieke covered on one office, a memorandum of association was 23 and other cases referred Bay Bhelters an above

in Palmer I 1209 10th Ed. When the Signals are lowered company tied tone form of in-held to confer the necessary to

Again, it was pointed out to all vessels may return to their Barance only m ist inevitably lose authority.

In the onge of the British me that an insurance company respective berths by day. business

set of new.

For Freight.or Passage, apply

to

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WRIST WATCHES

FOR LADIES & GENTLEMEN. Prices Right

ALL WATCHES SOLD BY US ARE FULLY GUARANTEED.

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THE

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THE

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..

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SI KOOLEY? LIMDON 12.

THE

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MADE FROM THE

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MOST

APPROVED

METHODS:

SOLE AGENTS:

GANDE PRÍCE & CO., LTD...

DAVID SASSOON & Co., Ltd., Tel. No. 135.

Agents.

Hongkong, 7th August, 1914,

Queen's Road Central

Hongkong

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