【法规名称】
【法规编号】 42061 什么是编号？
【正 文】
CAP 1022 HONG KONG AND CHINA GAS COMPANY (TRANSFER OF INCORPORATION) ORDINANCE
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To provide that conditionally upon The Hong Kong and China Gas Company Limited, a company incorporated in England, being authorized under the law of the United Kingdom to become a company incorporated under the Companies Ordinance (Cap 32), it may become a company so incorporated; and for purposes incidental and ancillary thereto. [12 March 1982] (Originally 16 of 1982) Cap 1022 s 1 Short title This Ordinance may be cited as The Hong Kong and China Gas Company (Transfer of Incorporation) Ordinance. Cap 1022 s 2 Interpretation (1) Subject to subsection (2), words and expressions used in this Ordinance have, unless the context otherwise requires, the same meaning as those words and expressions have in the Companies Ordinance (Cap 32). (2) In this Ordinance, unless the context otherwise requires- "certified" (经核证) means certified by any two directors of the company to be a true copy; "the company" (本公司) means the company incorporated under the Joint Stock Companies Act, 1856 (1856 c. 47 U.K.) of the United Kingdom and, subject to the Companies Act 1980 (1980 c. 22 U.K.) of the United Kingdom, named "The Hong Kong and China Gas Company Limited"; "transfer date" (转移日期) means the date of the certificate of incorporation issued pursuant to section 4(1). Cap 1022 s 3 Delivery of documents to Registrar and fee (1) At any time after the commencement of this Ordinance the company may deliver to the Registrar the documents specified by subsection (2) and, subject to the payment of the fee specified by subsection (3), the Registrar shall retain and register them. (2) The documents referred to in subsection (1) are- (a) a certified printed copy of this Ordinance; (b) a certified printed copy of the Act of the Parliament of the United Kingdom enabling the company to become a company incorporated under the Companies Ordinance (Cap 32); (c) a certified copy of a certificate issued by the Registrar of Companies of England to the effect that the company was incorporated under the Joint Stock Companies Act, 1856 (1856 c. 47 U.K.) of the United Kingdom; (d) a notice of the situation of the office in Hong Kong which will, upon the issue by the Registrar of the certificate of incorporation referred to in section 4(1), be the registered office of the company; (e) a certified printed copy of the memorandum and articles of the company in the forms in which they will take effect upon the issue by the Registrar of the certificate of incorporation referred to in section 4(1); (f) a certified copy of the latest annual return of the company to have been delivered to the Registrar of Companies of England as at the date of delivery thereof to the Registrar pursuant to subsection (1), together with copies of all documents which pursuant to the Companies Acts 1948 to 1981 of the United Kingdom were required to be delivered with such annual return; (g) a return of the directors of the company as at the date of delivery thereof to the Registrar, which return shall be in the form prescribed in relation to section 158 of the Companies Ordinance (Cap 32) and shall contain the particulars specified in such section; and (h) in relation to each charge, if any, (being a charge falling within any of the descriptions contained in paragraphs (a) to (i) of section 80(2) of the Companies Ordinance (Cap 32)) created by the company and in respect of which the debt for which it was given has not been paid or satisfied, the particulars prescribed in relation to section 80 of the Companies Ordinance (Cap 32) and a certified copy of both the instrument, if any, by which such charge was created or evidence and the entry in respect of such charge in the register of charges kept by the Registrar of Companies of England, provided that if no such charge, instrument or (as the case may be) entry shall exist there shall instead be delivered to the Registrar a statutory declaration by any two directors of the company to the effect that no such charge, instrument or (as the case may be) entry exists.(3) A fee of $1140000 shall be payable by the company to the Registrar and the company shall be exempt from any other fees under the Companies Ordinance (Cap 32) in respect of its deemed incorporation thereunder, the authorized share capital of the company specified in the form of memorandum set out in the Schedule or the capitalization at any time of any amount standing, on the transfer date, to the credit of the company's share premium account. Cap 1022 s 4 Deemed incorporation under Companies Ordinance (Cap 32) (1) On the registration of the documents specified in section 3(2) and the payment of the fee specified in section 3(3), the Registrar shall enter in the register of companies formed and registered under the Companies Ordinance (Cap 32) the name of the company as "The Hong Kong and China Gas Company Limited" and shall issue, under his hand, a certificate of incorporation in respect of the company altered to reflect the change in the name of the company (if any) and the transfer of registration from England of the company, which certificate of incorporation shall state that the company is limited. |
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