The ordinance incorporates St. Paul’s College Council as a body corporate and gives it powers to operate the college, hold property, and manage its seal and affairs. It also requires the corporation to register certain notices and documents with the Registrar of Companies within 28 days and to pay the applicable registration fees.
To provide for the incorporation of St. Paul’s College Council. [25 May 1962](Format changes—E.R. 2 of 2022) 1. Short title This Ordinance may be cited as the St. Paul’s College Council Incorporation Ordinance. 2. Interpretation In this Ordinance, unless the context otherwise requires—Chairman (主席) means the Chairman of the corporation;corporation (法團) means the St. Paul’s College Council incorporated under section 3;regulations (規例) means the regulations of the corporation approved from time to time by its members for the time being in accordance with the regulations for the time being in force. 3. Incorporation St. Paul’s College Council shall be a body corporate and shall have the corporate name “St. Paul’s College Council”, 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 corporation may deem fit.(Amended 55 of 2000 s. 3) 4. Power of corporation (1) The corporation shall have full power—(a) to manage, administer and operate St. Paul’s College in accordance with the purpose for which it was originally founded, namely, the offering to Chinese youths of a modern, liberal education in the English language (but including the subject of Chinese language in the curriculum) upon Christian principles, Protestant and Evangelical, as professed by the Church of England, and now continued by the Hong Kong Sheng Kung Hui; (Amended 31 of 2025 s. 235)(b) to acquire, accept, and grant leases of, purchase, take or otherwise hold and enjoy any lands, buildings, messuages or tenements of whatsoever nature or kind, and wheresoever situate;(c) to build, rebuild, alter, vary, renew, maintain and repair any buildings, messuages or tenements and to effect any improvement thereto;(d) to acquire, by purchase or otherwise, and possess vessels and other goods and chattels of whatsoever kind or nature;(e) to invest moneys on deposit in any bank in Hong Kong or elsewhere or upon mortgage of any lands, buildings, messuages or tenements, or upon the mortgage, debentures, debenture-stocks, stocks, funds, shares or securities of any government, municipality, corporation or company; (Amended 55 of 2000 s. 3)(f) 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 and chattels, for the time being vested in or belonging to the corporation, upon such terms as the corporation may deem fit;(g) to borrow money upon such terms as the corporation shall think fit, and to raise money by public or private subscription;(h) to accept grant in aid and subsidy from the Education Bureau; and (Amended 3 of 2003 s. 40; L.N. 130 of 2007)(i) generally, to do such other things as may appear to be incidental or conducive to the aims and objects of the corporation as provided by its regulations for the time being, or the purposes aforesaid or any of them.(2) (Repealed 74 of 1974 s. 3) 5. Members The corporation shall consist of such members as shall be provided by its regulations. 6. Regulations (1) The regulations of the corporation may be changed or amended by the corporation at any time and from time to time in accordance with the provisions of the said regulations for the time being in force.(2) Subject to this section the regulations of the corporation and any amendments thereto shall be deemed to have been made under the terms of this Ordinance.(3) There shall be no obligation on the corporation to obtain the approval of the Chief Executive in Council to such regulations nor shall it be necessary to publish any such regulations. (Amended 55 of 2000 s. 3)(4) The regulations of the corporation are not subsidiary legislation. (Added 31 of 2025 s. 236) 7. Registration with Registrar of Companies (1) The corporation shall forward to the Registrar of Companies for registration the following—(a) notice of the address of the principal office of the corporation and any change thereof;(b) a copy of the regulations and any amendment thereto, certified as correct by the Chairman; and(c) a list of the names and addresses of the office-bearers and members of the corporation and any change therein, certified as correct by the Chairman.(2) Every notification in accordance with subsection (1) shall be made within twenty-eight days of any change, amendment or appointment, as the case may be.(3) Any person may inspect any of the documents registered under this section upon 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 a document. (Amended 28 of 2012 ss. 912 & 920)(4) The corporation 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 with the Registrar of Companies of a document. (Amended L.N. 31 of 1968; 28 of 2012 ss. 912 & 920)(5) The registration of the list mentioned in paragraph (c) of subsection (1) shall be conclusive evidence of the facts contained in such list. 8. Execution of deeds (1) All deeds, documents and other instruments requiring the seal of the corporation shall be sealed in the presence of the Chairman or, in his absence, the Archbishop of the Hong Kong Sheng Kung Hui and of the Principal of St. Paul’s College or, in his absence, the Acting Principal and shall be signed by the Chairman or by the Archbishop of the Hong Kong Sheng Kung Hui and by the Principal or by the Acting Principal, as the case may be.(2) The seal shall be kept in the custody of the Chairman or, in his absence from Hong Kong, in the custody of the Archbishop of the Hong Kong Sheng Kung Hui. (Amended 55 of 2000 s. 3)(Amended 31 of 2025 s. 237) 9. 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 persons except such as are mentioned in this Ordinance and those claiming by, from or under them.(Amended 55 of 2000 s. 3)