Companies Ordinance Cap 32

Section Num: 49Q    Version Date 13/02/2004

Power for Chief Executive in Council to modify certain sections

(1) The Chief Executive in Council may by regulations modify sections 49 to 49S with respect to any of the following matters-  <* Note - Exp. X-Ref.: Sections 49, 49A, 49B, 49BA, 49C, 49D, 49E, 49F, 49G, 49H, 49I, 49J, 49K, 49L, 49M, 49N, 49O, 49P, 49Q, 49R, 49S *>
(a) the authority required for a purchase by a company of its own shares;
(b) the authority required for the release by a company of its rights under a contract for the purchase of its own shares or a contract under which the company may (subject to any conditions) become entitled or obliged to purchase its own shares;
(c) the information to be included in a return delivered by a company to the Registrar in accordance with section 49G(1);
(d) the matters to be dealt with in the statement of the directors under section 49K with a view to indicating their opinion of their company's ability to make a proposed payment out of capital with due regard to its financial situation and prospects; and  (Amended 28 of 2003 s. 24)
(e) the contents of the auditors' report required by that section to be annexed to the directors' statement.  (Amended 28 of 2003 s. 24)
(2) The Chief Executive in Council may also by regulations so made make such provision (including modification of sections 49 to 49S) as appears to him to be appropriate-  <* Note - Exp. X-Ref.: Sections 49, 49A, 49B, 49BA, 49C, 49D, 49E, 49F, 49G, 49H, 49I, 49J, 49K, 49L, 49M, 49N, 49O, 49P, 49Q, 49R, 49S *>
(a) for wholly or partly relieving companies from the requirement of section 49I(3)(a) that any available profits shall be taken into account in determining the amount of the permissible capital payment under that section; or
(b) for permitting a company's share premium account to be applied, to any extent appearing to the Chief Executive in Council to be appropriate, in providing for the premiums payable on redemption or purchase by the company of any of its own shares.
(3) Regulations under this section-
(a) may make such further modification of sections 49 to 49S and sections 79J(2) and (3) and 79M as appears to the Chief Executive in Council to be reasonably necessary in consequence of any provision made under such regulations by virtue of subsection (1) or (2);  <* Note - Exp. X-Ref.: Sections 49, 49A, 49B, 49BA, 49C, 49D, 49E, 49F, 49G, 49H, 49I,
49J, 49K, 49L, 49M, 49N, 49O, 49P, 49Q, 49R, 49S *>
(b) may make different provision for different cases or classes of case; and
(c) may contain such further consequential provisions, and such incidental and supplementary provisions, as the Chief Executive in Council thinks fit.
(4) No regulations shall be made under this section unless a draft of them has been laid before and approved by resolution of the Legislative Council and section 34 of the Interpretation and General Clauses Ordinance (Cap 1) shall not apply to such regulations.
(Added 77 of 1991 s. 4. Amended 23 of 1999 s. 3)
[cf. 1985 c. 6 s. 179 U.K.]