Hong Kong Ordinances

COMPANIES ORDINANCE - SECT 24

Provision as to memorandum and articles of companies limited by guarantee

(1) In the case of a company limited by guarantee and not having a share
capital, and registered on or after 1 January 1912, every provision in the
memorandum or articles or in any resolution of the company purporting to give
any person a right to participate in the divisible profits of the company
otherwise than as a member shall be void.

(2) For the purpose of the provisions of this Ordinance relating to the
memorandum of a company limited by guarantee and of this section, every
provision in the memorandum or articles, or in any resolution, of a
company limited by guarantee and registered on or after the date aforesaid,
purporting to divide the undertaking of the company into shares or interests
shall be treated as a provision for a share capital, notwithstanding that the
nominal amount or number of the shares or interests is not specified thereby.
[cf. 1929 c. 23 s. 21 U.K.]