To provide for the incorporation of The Council of Ling Liang World-Wide Evangelistic Mission Hong Kong Ling Liang Church.
(Amended 2 of 2004 s. 2)
[10 June 1955]
(Format changes—E.R. 2 of 2022)
This Ordinance may be cited as The Council of Ling Liang World-Wide Evangelistic Mission Hong Kong Ling Liang Church Incorporation Ordinance.
(Amended 2 of 2004 s. 3)
In this Ordinance, unless the context otherwise requires—
Church (靈糧堂) means the Ling Liang World-Wide Evangelistic Mission Hong Kong Ling Liang Church (also known as Hong Kong Ling Liang Church) taken as a whole which shall include all its churches, schools and other establishments for the time being; Constitution (會章) means the Constitution of the Council under section 8; Council (堂委會) means The Council of Ling Liang World-Wide Evangelistic Mission Hong Kong Ling Liang Church; Council Member (堂委會成員) means a member of the Council appointed under section 5(1); member of the Church (會友) means a person whose name appears in the register referred to in section 7.(Replaced 2 of 2004 s. 4)
The Council—
shall be a body corporate;
shall have the English name of “The Council of Ling Liang World-Wide Evangelistic Mission Hong Kong Ling Liang Church” and the Chinese name of “基督教靈糧世界佈道會香港靈糧堂堂務委員會”;
shall have perpetual succession and may sue and be sued in all courts and tribunals in Hong Kong; and
shall have and may use a common seal.
(Replaced 2 of 2004 s. 4)
The Council shall have full power—
to manage, administer and operate the Church;
to establish, manage, administer and operate any church, school or educational or charitable institution as it thinks fit;
to acquire, accept leases of, purchase, take or otherwise hold and enjoy any land, building or structure;
to acquire, purchase and possess any goods or chattels;
to invest moneys on deposit in any bank or in any government bonds or on mortgage of any land or building or in or on debentures, debenture-stocks, stocks, funds, shares or securities of any corporation or company;
to grant, sell, convey, assign, surrender, exchange, partition, yield up, mortgage, demise, let, reassign, transfer or otherwise dispose of, any land, building, mortgages, debentures, debenture-stocks, stocks, funds, shares, securities, vessels, goods or chattels for the time being vested in or belonging to the Council, upon such terms as it thinks fit;
to act as custodian, trustee or manager of any property or fund for any charitable purpose;
to accept gifts, donations and endowments;
to subscribe to and to grant donations for any charities or for education, advancement of religion, relief of poverty or other purposes of a charitable nature beneficial to the community;
to develop either alone or jointly with other or others and turn to account any land acquired by the Council or in which it is interested, by entering into contracts and arrangements of all kinds with any person for that purpose in such manner or on such terms and conditions as it thinks fit;
to borrow money upon such terms as the Council shall think fit, and to raise money by public or private subscription; and
generally to do such other things as may appear to be incidental or conducive to the aims and objects of the Council as provided by the Constitution.
(Replaced 2 of 2004 s. 4)
The Council shall consist of such members as shall be provided by the Constitution and shall be appointed and removed in accordance with the Constitution.
The Chairman and Vice-Chairman of the Council shall be elected by the members of the Church at its general meeting in accordance with the Constitution.
(Replaced 2 of 2004 s. 4)
There shall be an annual general meeting of the members of the Church to be held in each year at such time and place as the Council may decide and the intervening period between any 2 annual general meetings shall not exceed 15 months.
At the annual general meeting, the Council shall in accordance with the Constitution submit to the meeting its income and expenditure accounts together with the reports of the Council and auditors for consideration and passing by the members of the Church, if thought fit.
The members of the Church can consider and pass appropriate resolutions if they think fit on all other businesses duly set out in the notice of meeting of the annual general meeting.
Extraordinary general meetings of the members of the Church may be convened at any time of the year in accordance with the Constitution.
(Replaced 2 of 2004 s. 4)
The Council shall—
keep a register of members of the Church; and
enter in such register the names of all such persons as are in the opinion of the Council proper persons to be admitted as members of the Church and remove the names of members from the register in accordance with the Constitution.
(Replaced 2 of 2004 s. 4)
The existing constitution of the Church shall be the Constitution of the Council.
Upon receiving an application signed by at least one-third of the Council Members proposing any addition, alteration or amendment to the Constitution (the Proposed Amendments), the Council shall consider such application and if the Proposed Amendments receive the support of three-fourths of the Council Members, a meeting of the members of the Church shall be convened to consider the Proposed Amendments which shall become effective if the resolution to adopt the Proposed Amendments is passed by a majority of the members present at the meeting.
(Added 2 of 2004 s. 4)
The Council shall forward to the Registrar of Companies for registration the following—
notice of the address of the principal office of the Council and any change thereto;
a copy of the Constitution and of any amendment thereto, certified as correct by the Chairman or Vice-Chairman of the Council;
a list of the names and addresses of the Council Members for the time being and any change therein, certified as correct by the Chairman or Vice-Chairman of the Council;
the name and address of any person authorized under section 10 to sign deeds, documents and other instruments and any change therein, certified as correct by the Chairman or Vice-Chairman of the Council.
Registration in accordance with subsection (1) shall be made within 28 days of the commencement* of the Ling Liang World-Wide Evangelistic Mission Incorporation (Amendment) Ordinance 2004 (2 of 2004) or within 28 days of any amendment, change or appointment of authorized person (as the case may be).
For the purpose of enabling any member of the public who intends to deal with the Council to ascertain the contents of the Constitution and the identities of the Council Members, any person may inspect a copy, in such form as the Registrar of Companies considers appropriate, of any of the documents registered under this section upon payment of such fees as may be payable under the regulations made under section 26 of the Companies Ordinance (Cap. 622) for the inspection of a document under section 45 of that Ordinance. (Amended 28 of 2012 ss. 912 & 920)
The Council shall pay such fees for registering any document with the Companies 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)
Every document forwarded to the Registrar of Companies under this Ordinance shall comply with such requirements as the Registrar of Companies may specify for the purpose of enabling him to make copies or image records of the document.
(Added 2 of 2004 s. 4)
All deeds, documents and other instruments requiring the seal of the Council shall be sealed with the common seal of the Council and signed by at least 4 Council Members authorized by the Council in that behalf.
(Added 2 of 2004 s. 4)
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 of any other person except such as are mentioned in this Ordinance and those claiming by, from or under them.
(Added 2 of 2004 s. 4)