Hong Kong Ordinances

COMPANIES ORDINANCE - SECT 44

Effect of irregular allotment

(1) An allotment made by a company to an applicant in contravention of the
provisions of sections 42 and 43, shall be voidable at the instance of the
applicant within 1 month after the holding of the statutory meeting of the
company and not later, or, in any case where the company is not required to
hold a statutory meeting, or where the allotment is made after the holding of
the statutory meeting, within 1 month after the date of the allotment, and not
later, and shall be so voidable notwithstanding that the company is in course
of being wound up.

(2) If any director of a company knowingly contravenes, or permits or
authorizes the contravention of, any of the provisions of the said sections
with respect to allotment, he shall be liable to compensate the company and
the allottee respectively for any loss, damages, or costs which the company or
the allottee may have sustained or incurred thereby: Provided that proceedings
to recover any such loss, damages, or costs shall not be commenced after the
expiration of 2 years from the date of the allotment. [cf. 1929 c. 23 s. 41
U.K.]