【法规名称】
【法规编号】 82271 什么是编号？
【正 文】
第2页 CAP 1172 DAO HENG BANK LIMITED (MERGER) ORDINANCE
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[接上页] "transferring banks" (各移转银行) means DBS Kwong On Bank and Overseas Trust Bank, and a reference to a "transferring bank" is a reference to one of the transferring banks; "undertakings" (业务) means the businesses and all existing property, reserves and liabilities of the transferring banks of whatsoever nature, other than the excluded property; "will" (遗嘱) includes a codicil and any other testamentary writing. (2) Any reference in this Ordinance to property or liabilities of a transferring bank is a reference to property or liabilities to which the transferring bank is for the time being entitled or subject (whether beneficially or in any fiduciary capacity), wherever such property or liabilities are situated or arise and whether or not capable of being transferred or assigned by the transferring bank, and whether the transferring bank is entitled to such property or subject to such liabilities under the laws of Hong Kong or under the laws of any country, territory or place outside Hong Kong. (3) Any body politic or corporate and any other person or persons whose rights are affected by any of the provisions of this Ordinance shall be deemed to be mentioned herein. Cap 1172 s 3 Notice of appointed day (1) The directors of Dao Heng Bank may appoint a day for the purposes of this Ordinance. (2) Dao Heng Bank and the transferring banks shall give joint notice in the Gazette stating the day so appointed save that, in the event that such day proves not to be the appointed day for any reason, Dao Heng Bank and the transferring banks shall give joint notice in the Gazette to that effect and shall again give joint notice in the Gazette stating the next day so appointed or, as the case may be, the day which was the appointed day. Cap 1172 s 4 Change of name, reduction of capital and revocation of banking licence (1) On the appointed day, by virtue of this Ordinance- (a) the names of DBS Kwong On Bank and Overseas Trust Bank shall, in accordance with this section, be respectively changed to "DBS Kwong On Limited (新加坡发展广安有限公司)" and "DBS Overseas Limited (新加坡发展海外有限公司)"; (b) the authorized and issued share capital of DBS Kwong On Bank shall be reduced to $10 comprising 5 ordinary shares of $2 each and 374999995 ordinary shares of $2 each shall be cancelled; (c) the authorized and issued share capital of Overseas Trust Bank shall be reduced to $10 comprising 8 ordinary shares of $1.25 each and 1999999992 ordinary shares of $1.25 each shall be cancelled; and (d) the banking licence of each of the transferring banks shall, in accordance with Part V of the Banking Ordinance (Cap 155), be revoked on and from a day to be appointed by the Monetary Authority which day shall be published in the Gazette.(2) Not later than 7 days before the appointed day, DBS Kwong On Bank shall deliver to the Registrar of Companies a copy of this Ordinance together with a minute, signed by a director or the secretary of DBS Kwong On Bank confirming the reduction of share capital and cancellation of shares referred to in subsection (1). (3) Not later than 7 days before the appointed day, Overseas Trust Bank shall deliver to the Registrar of Companies a copy of this Ordinance together with a minute, signed by a director or the secretary of Overseas Trust Bank confirming the reduction of share capital and cancellation of shares referred to in subsection (1). (4) The Registrar of Companies shall, pursuant to this Ordinance, register the copies of the Ordinance and the minutes delivered to him pursuant to subsections (2) and (3) and on the appointed day shall- (a) enter the new names of the transferring banks in the register in place of their former names; (b) issue to DBS Kwong On Bank a certificate of incorporation on change of name stating DBS Kwong On Bank's new name; (c) issue to Overseas Trust Bank a certificate of incorporation on change of name stating Overseas Trust Bank's new name; and (d) certify under his hand the registration of the Ordinance and the minutes which certificates shall be conclusive evidence of the reduction of the authorized and issued share capital of each of the transferring banks. Cap 1172 s 5 Vesting of the undertakings in Dao Heng Bank (1) On the appointed day the undertakings shall, by virtue of this Ordinance and without further act or deed, be transferred to, and vest in, Dao Heng Bank to the intent that Dao Heng Bank shall succeed to the whole undertakings as if in all respects Dao Heng Bank were the same person in law as the relevant transferring bank. (2) Where the transfer and vesting of any property and liabilities situate in any country, territory or place outside Hong Kong and forming part of the undertakings is governed otherwise than by the laws of Hong Kong, the transferring bank in question shall, if Dao Heng Bank so requires, so soon as is practicable after the appointed day, take all necessary steps for securing the effective transfer and vesting thereof in Dao Heng Bank and, pending such transfer and vesting, the transferring bank in question shall hold any such property and liabilities in trust absolutely for Dao Heng Bank. |
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