Cap. 1058 - Hong Kong Society for the Protection of Children Incorporation Ordinance

To provide for the incorporation of the Hong Kong Society for the Protection of Children. [15 August 1969](Format changes—E.R. 2 of 2019) 1. Short title This Ordinance may be cited as the Hong Kong Society for the Protection of Children Incorporation Ordinance. 2. Interpretation In this Ordinance, unless the context otherwise requires—Chairman (主席) means the Chairman of the Executive Committee of the Hong Kong Society for the Protection of Children;child (兒童) means a person under the age of 18 years; (Added 22 of 2006 s. 2)constitution (章程) means the constitution of the Hong Kong Society for the Protection of Children for the time being in force;Executive Committee (執行委員會) means the Executive Committee of the Hong Kong Society for the Protection of Children established under the constitution;former body corporate (前法團) means The Corporation of the Hong Kong Society for the Protection of Children incorporated by the Society for the Protection of Children Incorporation Ordinance 1951 (8 of 1985, Cap. 1058, 1964 Ed.), now repealed;President (會長) means the President of the Hong Kong Society for the Protection of Children;Secretary (秘書) means the Honorary Secretary of the Executive Committee;Society (保護兒童會) means the Hong Kong Society for the Protection of Children. 3. Incorporation The Hong Kong Society for the Protection of Children shall be a body corporate and in that name shall have perpetual succession and may sue and be sued in all courts in Hong Kong and shall have, and may use, a common seal, and may from time to time break, change, alter and make anew the said seal as the Society may deem fit.(Amended 41 of 1999 s. 3) 3A. Objects of the Society (1) The Society is established for charitable purposes.(2) The aims and objects of the Society are to provide or engage, alone or in partnership with the community, in Hong Kong or elsewhere, services or activities which promote the care, education and social development of children and their families. The objects include, but are not limited to, the following—(a) to provide and operate day nurseries, day crèches, residential crèches and other centres in Hong Kong and elsewhere for the care of children and their families and to provide any other services or facilities as the Society may think fit, and to impose such charges or fees for such nurseries, crèches, centres, services and facilities provided by the Society as the Society may consider appropriate in the circumstances;(b) to educate the public regarding the care, education and social development of children and their families; and(c) to establish and support, and to aid in the establishment of, any charitable organizations, whether in or outside Hong Kong, having objects similar to those of the Society.(Added 22 of 2006 s. 3) 4. Powers of the Society The Society shall have power—(a) to acquire, accept leases of, purchase, take, hold and enjoy any lands, buildings, messuages or tenements of whatsoever nature or kind and wheresoever situate; (Replaced 22 of 2006 s. 4)(aa) to invest moneys in any country or territory—(i) on deposits in, or other depositary instruments issued by, any bank;(ii) in debentures, stocks, funds, shares or securities of any corporation or company;(iii) in bonds of any nature;(iv) in any commodities; or(v) in such other investment as the Society may think fit; (Added 22 of 2006 s. 4)(ab) to purchase or otherwise acquire and undertake all or any part of the property, assets, or liabilities of any charitable company, institution, society or association having objects similar to those of the Society; (Added 22 of 2006 s. 4)(ac) to purchase or otherwise acquire goods and chattels of whatsoever nature or kind upon such terms as the Society may think fit; (Added 22 of 2006 s. 4)(b) to build, rebuild, demolish, alter, vary, renew, maintain and repair any buildings, messuages or tenements acquired by the Society or in which it is interested and to effect any improvements thereto;(c) to grant, sell, convey, assign, surrender, exchange, partition, yield up, mortgage, pledge, demise, let, reassign, transfer or otherwise dispose of any lands, buildings, messuages, tenements, mortgages, debentures, debenture stocks, stocks, funds, shares, securities, vessels, goods, chattels, property and assets for the time being vested in or belonging to the Society upon such terms as the Society may think fit;(d) to borrow money upon such terms as the Society may think fit, and subject to section 4(17) of the Summary Offences Ordinance (Cap. 228), to raise money by private or public subscription;(e) to accept donations, grants or subsidies from any person or Government Authority or other body or organization;(f) to establish, support and subscribe to provident funds, pension and retirement and similar schemes for the benefit of employees of the Society and their dependants and to grant and pay pensions or gratuities to and otherwise aid, support or assist any such persons;(g) generally to do such other acts and things as are incidental or conducive to the aims and objects of the Society. 5. Vesting of property, etc. in the Society (1) On the commencement* of this Ordinance all those pieces or parcels of ground specified in the second column of the Schedule, together with all rights, easements and appurtenances thereto belonging, shall vest in the Society for the unexpired residue of the respective terms of years created by the Crown leases or Conditions of Grant specified opposite thereto in the third column of the Schedule, subject to the payment of rent and performance of the covenants and conditions reserved by and contained in the said Crown leases and Conditions of Grant. (Amended E.R. 2 of 2019)(2) All debentures, stocks, funds, shares, securities, vessels, goods, chattels and other movable assets vested in or belonging to or held for or on behalf of or in trust for the former body corporate and all moneys subscribed for the purposes of the former body corporate and all investments of such moneys and all interest, income and profits arising from such investments and all securities therefor shall at the commencement of this Ordinance, be transferred to, vest in, belong to or be held for or on behalf of or in trust for the Society.(3) All contractual and other rights exercisable or enforceable by the former body corporate shall, on the commencement of this Ordinance, be exercisable by the Society in place of the former body corporate.(4) On the commencement of this Ordinance, the Society shall become liable for all debts and liabilities and for the performance of all contractual and other obligations of the former body corporate. Editorial Note: * Commencement date: 15 August 1969. 5A. Members of Executive Committee to be indemnified The Society shall indemnify each member of the Executive Committee against any claim whatsoever against him arising out of, or in connection with, the performance or discharge of his duties except a claim in respect of his gross negligence, dishonesty, or fraud.(Added 22 of 2006 s. 5) 6. Members The Society shall consist of those members of the Hong Kong Society for the Protection of Children who were such members immediately before the commencement* of this Ordinance and of all such persons who shall continue to be members of the Society or who shall hereafter be admitted to membership of the Society in accordance with the constitution. Editorial Note: * Commencement date: 15 August 1969. 7. Constitution (1) The constitution of the Hong Kong Society for the Protection of Children in force immediately prior to the commencement* of this Ordinance shall continue to be the constitution of the Society but the same may be amended or varied at any time or from time to time in accordance with the provisions of the constitution subject nevertheless to the provisions of this Ordinance relating to any matter expressly dealt with herein.(2) The constitution shall not be amended without the consent in writing of the Registrar of Companies. Editorial Note: * Commencement date: 15 August 1969. 8. Registration (1) The Society shall forward to the Registrar of Companies for registration the following—(a) notice of the address of the principal office of the Society and any change thereof; and(b) a copy of the constitution and any amendment thereto certified as correct by the Chairman; and(c) a list of the names, occupations and addresses of the President, the members and the Secretary of the Executive Committee and any change therein, certified as correct by the Chairman; and(d) a list of the names and addresses of the members for the time being of the Society and any change therein, certified as correct by the Chairman.(2) Every document required to be registered in accordance with subsection (1) shall be forwarded to the Registrar of Companies within 28 days of the commencement* of this Ordinance or within 28 days of any change or amendment, as the case may be.(3) The Society shall pay such fees for registering any document with any public registry as may be payable under the regulations made under section 26 of the Companies Ordinance (Cap. 622) for the registration of a document with the Registrar of Companies. (Amended 28 of 2012 ss. 912 & 920)(4) Any person may inspect any of the documents registered under this section on payment of such fee as may be payable under the regulations made under section 26 of the Companies Ordinance (Cap. 622) for the inspection of documents kept by the Registrar of Companies. (Amended 28 of 2012 ss. 912 & 920)(5) The registration of the list mentioned in subsection (1)(c) shall be conclusive evidence of the facts mentioned in such list. Editorial Note: * Commencement date: 15 August 1969. 9. Execution of documents (1) All deeds, documents and other instruments requiring the seal of the Society shall be sealed in the presence of 2 members of the Executive Committee and shall also be signed by those members and such signing shall be taken as sufficient evidence of the due sealing and execution of such deeds, documents and other instruments.(2) The Executive Committee shall be responsible for the safe custody of the common seal of the Society. 10. Saving Nothing in this Ordinance shall affect or be deemed to affect the rights of the Central Authorities or the Government of the Hong Kong Special Administrative Region under the Basic Law and other laws, or the rights of any body politic or corporate or any other persons except such as are mentioned in this Ordinance and those claiming by, from or under them.(Amended 41 of 1999 s. 3) Schedule [s. 5(1)] Item Description of Property Crown leases and Conditionsof Grant 1. Shaukiwan Inland Lot No. 620 Conditions of Grant No. 5914 2. Kowloon Inland Lot No. 6075 Conditions of Grant No. 4587 3. Kowloon Inland Lot No. 7942 Crown lease dated 19 October 1968 4. 2/13th undivided shares in Hung Hom Inland Lot No. 401 Crown lease dated 11 November 1964