THE ENGLISH SCHOOLS FOUNDATION ORDINANCE

THE ENGLISH SCHOOLS FOUNDATION ORDINANCE

LAWS OF HONG KONG

THE ENGLISH SCHOOLS FOUNDATION

ORDINANCE

CHAPTER 1117





CHAPTER 1117

THE ENGLISH SCHOOLS FOUNDATION ORDINANCE

ARRANGEMENT OF SECTIONS

Section Page
1. Short title ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... 2
2. Interpretation ... ... ... ... ... ... ... ... ... ... ... ... ... ... 2
3. Incorporation of the English Schools Foundation ... ... ... ... ... ... ... 2
4. Powers of Foundation ... ... ... ... ... ... ... ... ... ... ... ... ... 2
5. Dividends prohibited ... ... ... ... ... ... ... ... ... ... ... ... ... 3
6. Manager and Supervisor of the Schools ... ... ... ... ... ... ... ... ... 3
7. Foundation, Executive Committee, School Councils, their constitution, powers
and duties ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... 3
8. Committees generally ... ... ... ... ... ... ... ... ... ... ... ... ... 3
9. Officers and staff, their appointment, powers, duties and emoluments ... ... 4
10. Regulations ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... 5
11. Members ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... 5
12. Form of contract ... ... ... ... ... ... ... ... ... ... ... ... ... ... 6
13. Registration with Registrar of Companies ... ... ... ... ... ... ... ... 6
14. Saving ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... 7





CHAPTER 1117

THE ENGLISH SCHOOLS FOUNDATION

Toestablish The English Schools Foundation, to provide for its
incorporation, constitution, functions and matters connected
therewith.

[17 February 1967.1

1. This Ordinance may be cited as The English Schools
Foundation Ordinance.

2. (1) In this Ordinance, unless the context otherwise requires

'Chairman' means the Chairman of the Foundation;

'Foundation' means The English Schools Foundation established and
incorporated under section 3;

'Principal' means the headmaster of a school;

regulations' means the regulations of the Foundation made under
section 10 and filed with the Registrar of Companies in accordance
with section 13;

'school' means an institution or place which provides or where there is
provided for 10 or more persons kindergarten, primary, secondary,
post-secondary or further education or other educational course,
and in the case of instruction given by means of correspondence
delivered by hand or through the postal services, the institution or
place where the instruction is prepared or where the work of the
pupils is examined.

(2) For the purpose of this Ordinance, 'good cause', when used
with reference to removal from office, membership or place, means
inability to perform efficiently the duties of the office, neglect of duty,
or such misconduct, whether in an official or a private capacity, as
renders the holder unfit to continue in office.

3. There is hereby established in the Colony a Foundation with the
name of 'The English Schools Foundation'. Subject to section 11, the
Foundation shall consist of such members as may be provided by
regulations made under section 10. The Foundation shall be a body
corporate and shall have perpetual succession and may sue or be sued
in that name 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
Foundation may deem fit.

4. (1) The Foundation shall have full power to take by gift or
otherwise purchase and hold, grant, demise, mortgage or otherwise
dispose of real or personal estate and in addition shall have all other
powers conferred by under or by virtue of this

Ordinance.(Amended, 74 of 1974, s. 3)





(2) Subject to the provisions of the Education Ordinance the
Foundation shall have full power to own, manage, administer and
operate within the Colony schools offering, without regard to race
or religion, a modern liberal education through the medium of the
English language to boys and girls who are able to benefit from such
an education.

5. No dividend or bonus whatsoever shall be paid and no gift
or division of money or any property whatsoever shall be made by
or on behalf of the Foundation to any of its members or to any of
the staff or students of the schools of the Foundation except by way
of prize, reward or special grant.

6. (1) Subject to the approval of the Director of Education,
the Foundation shall, for the purposes of the Education Ordinance,
be registered as the sole manager and supervisor of each of the
schools of the Foundation.

(2) Acting on behalf of the Foundation, the Principal of a
school of the Foundation shall conduct all correspondence relating
to the administration, management and supervision of such school.

7. (1) The Foundation shall establish an Executive Commit-
tee and School Councils. The respective constitutions, powers and
duties of the Foundation, the Executive Committee and the School
Councils shall be as prescribed by this Ordinance.

(2) The Foundation shall, subject to the provisions of this
Ordinance, be the supreme governing body over the Executive
Committee, the School Councils, the schools and any committees
established thereunder, and the Executive Committee, the School
Councils, the schools and the other committees shall comply with
any resolutions which may from time to time be made by the
Foundation.

(3) The Executive Committee shall be the executive body of
the Foundation, shall provide for the custody and use of the
common seal, and, subject to the provisions of the Education
Ordinance and of this Ordinance, it. shall administer the property
and manage the affairs of the Foundation.

(4) Subject to the provisions of this Ordinance and to the
financial control of the Executive Committee, each School Council
shall have the regulation of all matters relating to education within
its own school.

(5) No act or resolution of the Foundation, the Executive
Committee or the School Councils shall be invalid by reason only of
any vacancy in, or any want of qualification by or invalidity in the
election or appointment of any member of, any such body.

8. (1) The Foundation, the Executive Committee and any
School Council respectively may establish such committees as they
think fit.





(2) Unless otherwise expressly provided by the regulations, any
committee may consist partly of persons who are not members of the
Foundation, the Executive Committee or the School Council, as the case
may be.

(3) Subject to the provisions of this Ordinance, the Foundation,
the Executive Committee and any School Council respectively may, with
or without restrictions or conditions as they think fit, delegate any of
their powers and duties to any committee.

9. (1) The officers of the Foundation shall be the Chairman, Vice-
chairman, Secretary, Treasurer and such other persons as inay be
designated as officers by the regulations.

(2) All officers shall be appointed by the Foundation in
accordance with the regulations, and the Foundation shall not terminate
any such appointment otherwise than for good cause after the
consideration of the recommendation of the Executive Committee.

(3) The Chairman shall be the chief officer of the Foundation, and
shall preside at all meetings of the Foundation and of the Executive
Committee.

(4) In the absence of the Chairman, the Vice-chairman shall have
all the powers and duties of the Chairman.

(5) In the absence of the both the Chairman and the Vicechairman
from a meeting of the Foundation or of the Executive Committee the
Secretary or the Treasurer shall preside until the members present shall
have elected a chairman from amongst themselves to conduct the
business of the meeting.

(6) The Secretary shall be the principal academic and
administrative officer of the Foundation.

(7) In the absence of the Secretary the Foundation may appoint an
Acting Secretary, who shall, while acting, have all the powers and
duties of the Secretary.

(8) Subject to the approval of the Director of Education the
Principal of each school shall be appointed and the period of such
employment shall be determined by the Executive Committee acting on
behalf of the Foundation upon the recommendation of the appropriate
School Council. The Executive Committee shall not terminate any such
appointment otherwise than for good cause after due consideration of
the recommendation of the School Council.

(9) A Principal shall be responsible for the appointment of all other
members of the staff of his school, such appointments being subject to
confirmation by the Executive Committee acting on behalf of the
Foundation upon the recommendation of the Principal and of the
School Council.

(10) An appeal shall lie to the Foundation from any decision of the
Executive Committee to terminate the appointment of any member of the
staff of a school.





(11) The powers and duties of the officers of the Foundation,
the Principals of each school and the staff of the schools, the periods
and conditions for and upon which they hold office, and their
emoluments shall be such as are prescribed by this Ordinance or by
the terms of the contract of service or employment.
(12) Notwithstanding the provisions of subsections (2), (8)
and (9) any officer or member of staff-
(a)who is appointed after or continued in employment
beyond the retiring age determined by the Executive
Committee; or
(b) whose employment is temporary, part-time or probationary,
may be removed from office in accordance with the terms of his
contract or on any other lawful grounds, without any reason for
such removal being assigned.

10. (1) The Foundation may make regulations-
(a)for the composition, internal management, operation,
administration and control of the Foundation and the
Schools of the Foundation and with regard to any matter
ancillary thereto including the fixing of a quorum for
meetings of the Foundation which shall, unless otherwise
provided by the regulations be ten members present in
person;
(b) generally, for the carrying into effect of this Ordinance.
(2) It shall not be necessary for any regulations made under
this section to be published or laid on the table of the Legislative
Council.

11. (1) The first members of the Foundation shall be-
(a) (i) 2 persons nominated by the Members of the
Legislative Council, other than Official Members, from
among their own number; (Replaced, 67 of 1987, s. 2)
(ii) the Director of Education or his appointed
representative;
(iii) the Vice-Chancellor of the University of Hong
Kong or his appointed representative;
(iv) the Vice-Chancellor of the Chinese University of
Hong Kong or his appointed representative;
(v) the Bishop of Victoria, Hong Kong, or his
appointed representative;
(vi) the Roman Catholic Bishop of Hong Kong or his
appointed representative;
(vii) 1 person appointed by the Ministers of the Union
Church, Hong Kong, the Kowloon Union Church, and the
English Methodist Church jointly;
(b) (i) 3 persons appointed by the members specified in
paragraph (a) of this subsection to represent the interests
of other professional groups;





(ii) such other persons or representatives of organiza-
tions, not exceeding 3 in number, as may be appointed by
the members specified in paragraph (a) of this subsection
to represent commercial interests.

(2) The first members of the Foundation shall hold office until
regulations are made under section 10 for the composition of the
Foundation and shall then cease to hold office pursuant to this
section.

12. (1) Contracts on behalf of the Foundation may be made
as follows-

(a)a contract which, if made between private persons, would
be required by law to be in writing, shall be in writing and,
if required by English law to be under seal, shall be made
under the common seal of the Foundation;

(b)a contract which, if made between private persons, would
be required by law to be in writing, and signed by the
parties to be charged therewith, shall be made on behalf of
the Foundation in writing signed by any person acting
under the express or implied authority of the Executive
Committee;

(c)a contract which, if made between private persons would
be valid by law although made by parole only and not
reduced into writing, may be made by parole on behalf of
the Foundation by any person acting under the express or
implied authority of the Executive Committee.

(2) A contract made according to this section shall be effectual
in law and shall bind the Foundation and all other parties thereto.

(3) A contract made according to this section may be varied or
discharged in the same manner in which it is authorized by this
section to be made.

(4) Instruments under seal made on behalf of the Foundation,
sealed with the common seal of the Foundation, signed by the
Chairman, or the Vice-chairman, or the Treasurer, and counter-
signed by the Secretary, shall be deemed to be duly executed.

13. (1) The Foundation shall deliver to the Registrar of
Companies for filing the following-

(a)notice of the address of the principal office of the Founda-
tion and any change thereof;

(b)a copy of all regulations made by the Foundation, certified
as correct by the Chairman and Secretary; and

(c)a list of the names and addresses of the office bearers and
members of the Executive Committee and any change
therein, certified as correct by the Chairman and Secretary.





(2) Delivery in accordance with subsection (1) shall be made within
28 days of the commencement of this Ordinance or within 28 days of the
making of the regulations or of any change or appointment, as the case
may be.

(3) The Foundation shall pay such fees for filing any document
with any public registry as may be prescribed under section 304 of the
Companies Ordinance for filing a document with the Registrar of
Companies.

(4) Filing of the documents mentioned in subsection (1) shall be
conclusive evidence of the facts contained in such documents.

(5) Any person may inspect any of the documents filed under this
section upon payment of such fee as may be prescribed under section
304(1A) of the Companies Ordinance for the inspection of a document.

14. Nothing in this Ordinance shall affect or be deemed to affect
the rights of Her Majesty the Queen, Her Heirs or Successors, 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.
Originally 11 of 1967. 74 of 1974. 67 of 1987. Short title. Interpretation. Incorporation of the English Schools Foundation. Powers of Foundation. Officers and staff, their appointment, powers, duties and emoluments. Regulations. Members. Form of contract. Registration with Registrar of Companies. (Cap. 279.) Dividends prohibited. Manager and Supervisor of the schools. (Cap. 279) Foundation, Executive Committee, School Councils, their constitution, powers and duties. (Cap. 279.) Committees generally.

Originally 11 of 1967. 74 of 1974. 67 of 1987. Short title. Interpretation. Incorporation of the English Schools Foundation. Powers of Foundation. Officers and staff, their appointment, powers, duties and emoluments. Regulations. Members. Form of contract. Registration with Registrar of Companies. (Cap. 279.) Dividends prohibited. Manager and Supervisor of the schools. (Cap. 279) Foundation, Executive Committee, School Councils, their constitution, powers and duties. (Cap. 279.) Committees generally.

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