Cap. 1164

An Ordinance to make provision for the incorporation of Hong Kong St. John Ambulance and for matters incidental thereto or connected therewith. [27 June 1997](Format changes—E.R. 1 of 2023)Preamble WHEREAS—(a) the St. John Ambulance Association is a foundation of an Order formerly designated the Grand Priory of the Order of the Hospital of St. John of Jerusalem in England (hereinafter referred to as the Order) which was duly incorporated by a Charter granted on 14 May 1888, by Her Late Majesty Queen Victoria, and now designated the Grand Priory in the British Realm of the Venerable Order of the Hospital of St. John of Jerusalem by virtue of a Charter granted on 12 June 1926, by His Late Majesty King George V;(b) the Order since its incorporation has had 3 foundations, to wit—The St. John Ophthalmic Hospital at Jerusalem;The St. John Ambulance Association; andThe St. John Ambulance Brigade;(c) in the year 1884 a Branch of the said St. John Ambulance Association was established in Hong Kong (hereinafter referred to as the Branch);(d) in the year 1916 a District of the St. John Ambulance Brigade was established in Hong Kong (hereinafter referred to as the District);(e) in the year 1949 a Council of the Order was established in Hong Kong (hereinafter referred to as the old Council) charged with the governance of the activities of the Order in Hong Kong in accordance with the commands and regulations given by the Chapter-General of the Order from time to time;(f) it is now considered desirable that the old Council, the Branch and the District should be fully merged and from the commencement* of this Ordinance be incorporated and exist as one single entity and be managed in accordance with the provisions of this Ordinance;(g) in view of the change of sovereignty in 1997 as provided by the Sino-British Joint Declaration on the question of Hong Kong, it is also considered desirable that the old Council, the Branch and the District should exist as an independent corporation in Hong Kong as from the commencement of this Ordinance. (Enacting provision omitted—E.R. 1 of 2023) Editorial Note: * Commencement date: 27 June 1997. Part I Preliminary 1. Short title This Ordinance may be cited as the Hong Kong St. John Ambulance Incorporation Ordinance. 2. Interpretation In this Ordinance, unless the context otherwise requires—Association (救傷會) means the St. John Ambulance Association in Hong Kong which forms part of the Corporation;Brigade (救傷隊) means the St. John Ambulance Brigade in Hong Kong including all ambulances, nursing, dental and cadet divisions of the Brigade in Hong Kong which forms part of the Corporation;Chairman (主席) means the Chairman of the Council;Constitution (章程) means the Constitution of Hong Kong St. John Ambulance;Corporation (法團) means the Hong Kong St. John Ambulance incorporated under section 3;Council (理事會) means the Council of the Corporation;Institution (前機構) means the old Council, the Branch and the District referred to in the Preamble and which before the commencement* of this Ordinance were governed by, existed and carried on their activities pursuant to the provisions of the Order of St. John Ordinance (Cap. 1047);President (會長) means the President of the Corporation;Secretary (秘書) means the Secretary of the Council;Vice-Chairmen (副主席) means the Vice-Chairmen of the Council. Editorial Note: * Commencement date: 27 June 1997. Part II Hong Kong St. John Ambulance 3. Incorporation The old Council, the Branch and the District are hereby incorporated as a body corporate and shall have the corporate name of Hong Kong St. John Ambulance (香港聖約翰救護機構) (hereinafter referred to as the Corporation), with the sole and exclusive right to use that name in Hong Kong, and by that name shall have perpetual succession, and shall and may sue and be sued in all courts, and shall and may have and use a common seal, and may from time to time break, change, alter and make anew the said seal as the Corporation may deem fit. 4. Objects of the Corporation The objects of the Corporation are—(a) to continue, promote and encourage ambulance service in all its aspects;(b) to promote and encourage all works of humanity and charity for the relief of distress, suffering, sickness and danger without any distinction as to race, class or creed, and the extension of the principle and spirit of the Corporation embodied in its motto “FOR THE SERVICE OF MANKIND”;(c) to render aid to the sick, wounded, disabled, injured or suffering;(d) to promote, encourage and co-ordinate contacts and co-operation between the Corporation and other organizations with the same or similar aims and objects;(e) to send representatives to attend any meeting or conference regarding any matter or matters connected with any of the objects of the Corporation;(f) to organize and promote lectures and instruction courses to the general public in respect of matters related to nursing and first aid services and to issue certificates and testimonials therefor;(g) to receive and accept donations, endowments, gifts of money, land, hereditaments, houses, buildings, stocks, shares, securities and other properties movable or immovable, real or personal, whatsoever and wheresoever;(h) to maintain fraternal relationship with the Order and its various Foundations and affiliated organizations worldwide;(i) generally to do or pursue all such deeds, acts, matters or things that are helpful or incidental to the attainment of any one or more of the above objects. 5. Powers of the Corporation Subject to this Ordinance, the Council may on behalf of the Corporation do or pursue all such deeds, acts, matters or things as are necessary, incidental or conducive to the attainment or better carrying out of the objects of the Corporation, and, in particular, but without prejudice to the generality of the foregoing, may—(a) acquire, accept lease of, purchase, take, hold or enjoy any property, lands, proprietory interests in land, buildings, messuages or tenements of whatsoever nature or kind and wheresoever situate, movable or immovable or demolish any buildings, messuages or tenements or develop, redevelop, sell, let, dispose of or otherwise deal with any such property as aforesaid on such terms as the Council may deem fit;(b) invest money in or upon mortgage, debentures, stocks, funds, shares or securities of any government, municipality, corporation, company or person;(c) purchase, acquire and possess any ambulance or other vehicles, any medical and first aid equipment, medicine and other goods and chattels of whatsoever nature or kind;(d) enter into any contract, agreement and memorandum of whatsoever nature or kind;(e) by deed under its seal grant, sell, convey, assign, surrender, exchange, partition, yield up, mortgage, demise, reassign, transfer, or otherwise dispose of any lands, buildings, messuages, tenements, mortgages, debentures, stocks, funds, shares or securities, ambulances or other goods and chattels which are for the time being vested in or belong to the Corporation upon such terms as the Corporation may deem fit;(f) borrow money, mortgage or charge property or assets of the Corporation or give undertakings on behalf of the Corporation;(g) apply for and receive sponsorships, donations and gifts, whether on trust or otherwise, and act as trustee of monies or other property vested in the Corporation on trust;(h) appoint and remove any employee of the Corporation and fix the amount of remuneration of such employee and auditors of the Corporation;(i) utilize money and funds of the Corporation for any matter or matters relating to or in connection with any or all of the objects of the Corporation or which in the opinion of the Council is advisable in the general interest of the Corporation;(j) do or pursue all other matters reasonably incidental or conducive to the furtherance of the Corporation’s objects. 6. Vesting of property (1) At and from the commencement* of this Ordinance—(a) all those pieces or parcels of land specified in the Schedule and all other property and assets which immediately prior to the commencement of this Ordinance were vested in the Executive Officers of the old Council or the Institution together with all rights, easements and appurtenances thereto shall be vested in the Corporation and in respect of all those pieces or parcels of land specified in the Schedule, the same shall be vested in the Corporation for the unexpired residue of the respective terms of years created by the Crown Leases, Conditions of Grant or other documents specified opposite each such piece or parcel of land thereto and subject to the payment of rent and the performance and observance of the covenants and conditions reserved by and contained in the said Crown Leases, Conditions of Grant or other documents and subject to such leases, tenancies, easements and other rights as may be subsisting in relation to such lands upon the commencement of this Ordinance;(b) all money and claims, liquidated and unliquidated, which immediately before the commencement of this Ordinance were payable to or recoverable by the Institution shall be money and claims payable to or recoverable by the Corporation;(c) all legal and court proceedings commenced before the commencement of this Ordinance by or against the Institution and pending immediately before the commencement of this Ordinance shall be deemed to be proceedings commenced by or against the Corporation and the Corporation shall have the right to carry on the conduct of such proceedings in the name of the Corporation;(d) all contracts, agreements, arrangements and undertakings entered into with, and all securities lawfully given to or by the Institution and in force immediately before the commencement of this Ordinance shall be deemed to be contracts, agreements, arrangements and undertakings entered into with, and securities given to or by the Corporation;(e) the Corporation may, in addition to pursuing any other remedies or exercising any other powers that may be available to it, pursue the same remedies for the recovery of money and claims referred to in this section and for the prosecution of actions and proceedings so referred to as the Institution might have done but for this Ordinance;(f) the Corporation may enforce and realize any security or charge existing immediately before the commencement of this Ordinance in favour of the Institution and may exercise any powers thereby conferred on the Institution as if the security or charge were a security or charge in favour of the Corporation;(g) all debts, money and claims, liquidated and unliquidated, which immediately before the commencement of this Ordinance were due or payable by, or recoverable against the Institution shall be debts due, money payable by and claims recoverable against the Corporation.(2) All property, investments and money vested in the Corporation shall be managed and controlled by the Council in accordance with the provisions of the Constitution.(3) (a) The production of a Government Printer’s copy of this Ordinance shall, for all purposes, be conclusive evidence of the vesting and transfer of any property and liabilities of the Institution in the Corporation in accordance with the provisions of this Ordinance.(b) Without prejudice to the generality of paragraph (a)—(i) any deed or other document made or executed on or after the commencement of this Ordinance, whereby the Corporation or the Institution, whether alone or jointly with any other person, conveys or transfers, or purports to convey or transfer, to any person (whether for consideration or not), or applies to be registered as the holder or proprietor of, any property held by the Institution immediately before the commencement of this Ordinance, whether alone or jointly with any other person, shall be sufficient evidence that the interest of the Institution in that property is deemed to be vested in the Corporation under this Ordinance;(ii) where there is any other transaction or purported transaction by the Institution or the Corporation on or after the commencement of this Ordinance in connection with, or in relation to, any property or liabilities which are the property or liabilities of the Institution immediately before that commencement, it shall be deemed in favour of any other party to the transaction, or any person claiming through or under him, that the Corporation has full power and authority for that transaction as if the property or liabilities were deemed to be vested in it under this Ordinance;(iii) a certificate given by or on behalf of the Corporation at any time that any property or liability specified in the certificate (which property or liability immediately before the commencement of this Ordinance is the property or liability of the Institution) is or, as the case may be, is not, deemed to be vested in the Corporation under this Ordinance, shall be conclusive evidence for all purposes of the fact so certified;(iv) in this paragraph convey includes mortgage, charge, lease, assent, vest by way of vesting declaration or vesting instrument, disclaim, release or otherwise assure.(c) The Corporation shall register or cause to be registered in the Land Registry a Government Printer’s copy of this Ordinance in respect of the vesting of the properties of the Institution in the Corporation.(4) The vesting in the Corporation of an interest in land by virtue of this Ordinance shall not—(a) constitute the acquisition, assignment, transfer or parting with possession of that interest for the purposes of section 53(4)(a) or (7)(a) of the Landlord and Tenant (Consolidation) Ordinance (Cap. 7); or (Amended 16 of 2004 s. 16)(b) operate so as to merge any leasehold interest in the reversion expectant on it; or(c) constitute an assignment, transfer, devolution, parting with possession, dealing with or other disposition of that interest for the purposes of any provision contained in any instrument concerning or affecting that interest; or(d) operate as a breach of covenant or condition against alienation; or(e) give rise to any forfeiture, damages or other right of action; or(f) invalidate or discharge any contract or security. Editorial Note: * Commencement date: 27 June 1997. Part III Council 7. Council’s role and power (1) The Council shall be the supreme governing body of the Corporation and is charged with the governance, management and control of all business and activities of the Corporation in accordance with the provisions of this Ordinance and the Constitution.(2) The business of the Corporation shall be managed by the Council which may exercise all the powers and privileges vested in the Corporation.(3) Subject to the provisions of this Ordinance and the Constitution, the Council may, by resolution passed by a majority of votes at its meetings held from time to time, make, alter or repeal such regulations or rules of the Corporation, including regulations or rules of the Council, the Association and the Brigade in force from time to time, as it may at its discretion deem necessary or desirable for governing, regulating and monitoring the affairs and activities of the Corporation including but not limited to the appointment, removal or conduct of any or all of the members, officers and office-bearers of the Council, the Association or the Brigade. Part IV General Provisions 8. Amendment of the Constitution Subject to the terms and provisions of this Ordinance and the Constitution, the Council may from time to time amend the Constitution and any amendments made thereto shall be filed with the Registrar of Companies within the time limit set out in the Constitution. 9. Execution of documents (1) All documents requiring the seal of the Corporation shall be sealed with its common seal in the presence of the Chairman or one of the Vice-Chairmen and shall be signed by either one of them and countersigned by a member of the Council, and such signing shall be prima facie evidence that the said seal was duly affixed.(2) Any document purporting to be executed in accordance with subsection (1) shall, unless the contrary is proved, be deemed to have been duly executed.(3) (a) All books and other documents which would, before the commencement* of this Ordinance, have been evidence in respect of any matter for or against the Institution shall be admissible in evidence in respect of the same matter for or against the Corporation.(b) In this section documents (文件) has the same meaning as in section 46 of the Evidence Ordinance (Cap. 8). (Amended 2 of 1999 s. 6) Editorial Note: * Commencement date: 27 June 1997. 10. Service of documents on the Corporation (1) The Corporation shall at all times have a registered address on its letterhead for service of documents on the Corporation.(2) Notice of the registered address or any change thereof shall be filed with the Registrar of Companies. 11. Awards in recognition of services In order to give recognition to any person who has made outstanding contribution to the work of the Corporation, the President or the Chairman may, on the recommendation of the Council, make an award to that person. 12. Distribution of badges, tokens, emblems and devices No person, except with the authority of the Council shall distribute, sell or expose for sale—(a) any badge, token, emblem or device in whatsoever form or material specifically adopted for the use of the Corporation, the Association or the Brigade; or(b) any badge, token, emblem or device in whatsoever form or material containing the words “Hong Kong St. John Ambulance” or the Chinese characters “香港聖約翰救護機構” or “St. John Ambulance Association” or the Chinese characters “聖約翰救傷會” or “St. John Ambulance Brigade” or the Chinese characters “聖約翰救傷隊” or any similar token or emblem. 13. Unauthorized possession of badges, tokens, emblems and devices No person shall, except with the authority of the Council or with other lawful authority or reasonable excuse, have in his possession—(a) any badge, token, emblem or device specifically adopted by the Corporation, the Association or the Brigade for use by the members thereof; or(b) any badge, token, emblem or device containing the words “Hong Kong St. John Ambulance” or the Chinese characters “香港聖約翰救護機構” or “St. John Ambulance Association” or the Chinese characters “聖約翰救傷會” or “St. John Ambulance Brigade” or the Chinese characters “聖約翰救傷隊”. 14. Unauthorized possession of devices resembling badges No person shall, without lawful authority or reasonable excuse, have in his possession—(a) any device which so closely resembles any badge, token, emblem or device specifically adopted by the Corporation, the Association or the Brigade for use by the members thereof as to lead to the belief that the device in question is such badge, token, emblem or device; or(b) any badge, token, emblem or device containing any words or characters which so closely resemble any words or characters ordinarily used to describe any member of the Corporation, the Association or the Brigade as to be calculated to deceive or mislead members of the general public. 15. Wrongful exercise of authority No member of the Corporation, the Association or the Brigade shall, by virtue of his wearing, carrying, bearing, possessing, showing and displaying any badge, token or emblem of the Corporation, the Association or the Brigade or otherwise, enforce or exercise authority or attempt to do so otherwise than in accordance with the authority given, delegated or conferred upon him by the provisions of the Constitution, regulations or rules of the Corporation, the Association or the Brigade. 16. Unauthorized organizations No person shall form, or work in connection with, or be a member of any organization which without the authority of the Council, claims or purports to be Hong Kong St. John Ambulance, the Association or the Brigade or any organization (other than the Corporation, the Association or the Brigade) which uses the title “Hong Kong St. John Ambulance” or “香港聖約翰救護機構”, “St. John Ambulance Association” or “聖約翰救傷會” or “St. John Ambulance Brigade” or “聖約翰救傷隊” or any title in any language, with or without additional words or characters, which so closely resembles either the title of “Hong Kong St. John Ambulance” or “香港聖約翰救護機構”, “St. John Ambulance Association” or “聖約翰救傷會” or “St. John Ambulance Brigade” or “聖約翰救傷隊” as to be calculated to deceive or mislead members of the general public or any organization which, by the use of any such titles or otherwise, without due authority, purports or claims to be connected with the Corporation, the Association or the Brigade. 17. Uniform and equipment of the Corporation (1) All uniforms and equipment issued to members of the Branch, the District, the Association or the Brigade are deemed to be the property of the Corporation and every such member on resigning or being dismissed from the Association or the Brigade or otherwise ceasing to be a member thereof shall forthwith deliver up the uniform and equipment issued to him to the officer in charge of his division or section.(2) All badges, emblems, insignia and equipment issued to officers of the Branch, the District, the Association or the Brigade are deemed to be the property of the Corporation and every officer upon resigning or being dismissed from the Association or the Brigade or otherwise ceasing to be an officer thereof shall forthwith deliver up to his superior officer all badges, emblems, insignia and equipment issued to him.(3) No person other than a member or officer of the Association or the Brigade shall wear or use any uniform or equipment of the Association or the Brigade. 18. Offence and penalty Any person who contravenes the provisions of section 12, 13, 14, 15, 16 or 17 shall be guilty of an offence and shall be liable on conviction to a fine at level 3. 19. Members to be indemnified Every Council member, office-bearer and officer of the Corporation shall be indemnified by the Corporation against all loss, costs and liability for any act, deed or matter done for and on behalf of the Corporation for which he is sued in his personal name or capacity. 20. 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 of any other person except such as are mentioned in this Ordinance and those claiming by, from or under them.(Amended 41 of 1999 s. 3) Part V Transitional 21. Institution to be dissolved and transitional matters (1) Immediately before the commencement* of this Ordinance, the Institution shall be deemed for all purposes to have been dissolved and subject to the provisions of this Ordinance, all rights, powers, privileges, duties, obligations, property, money and assets of whatsoever nature and description vested in, conferred upon or held by the Institution shall immediately be transferred to, vested in and conferred upon the Corporation or its duly authorized representatives.(2) Any person who was, immediately before the commencement of this Ordinance, an employee of the Institution shall, on and from the day of the commencement of this Ordinance, be an employee of the Corporation with the same benefits and on the same terms and conditions as he may have enjoyed immediately before the commencement of this Ordinance.(3) All members of the old Council and all office-bearers and officers of the Institution shall, on and from the day of the commencement of this Ordinance, become members of the Council, office-bearers and officers of the Corporation and, subject to the provisions of the Constitution, shall occupy the same ranks and positions and shall exercise the same rights, powers and privileges and shall have the same duties and obligations as each of them may have had or held immediately before the commencement of this Ordinance and shall for the avoidance of doubt be deemed to have been appointed by the Council on the date when each of them was first appointed by the old Council or the Institution but if such person had subsequently been reappointed by the old Council or the Institution, he shall be deemed to have been appointed by the Council on the date when he was last reappointed by the old Council or the Institution.(4) The regulations and rules of the Branch and the District in force before the commencement of this Ordinance shall, to the extent that the same are not inconsistent with the provisions of this Ordinance and the Constitution, continue to be valid and binding on all members of the Association and the Brigade.(5) The Regulations of the old Council are repealed. Editorial Note: * Commencement date: 27 June 1997. 22. (Omitted as spent—E.R. 1 of 2023) Schedule [s. 6]Lands Vested in the Institution prior to the Commencement* of this Ordinance Property descriptions Documents of title 1. 2 Macdonnell Road, the Remaining Portion of Inland Lot No. 7253 Crown Lease dated 24 October 1968 2. 2 Tai Hang Road, the Remaining Portion of Inland Lot No. 3687 Crown Lease dated 19 November 1936 3. 104 Waterloo Road, Kowloon Inland Lot No. 10974 Conditions of Grant No. 12001 4. Fanling Sheung Shui Town Lot No. 111 New Grant No. 12450 5. Princess Margaret Road Ambulance Depot Crown Land Permit No. KW K0642 6. St. John Hospital, Cheung Chau Lot No. 789 and the Extension Thereto New Grant No. 1793 New Grant No. 1982 7. St. John War Memorial at Wong Nei Chong Gap Road Licence dated 3 December 1992; Licence Agreement No. DLO/HW NH-0073 Editorial Note: * Commencement date: 27 June 1997.