Companies Ordinance
(Chapter 622)
Articles of Association and Articles of Association of a Company Limited by Guarantee
1. Company name
The name of our company is
Positive Behavior Support Academy Asia Limited
( 正向行為支援學院有限公司 )
2. Legal responsibilities of members
Members' legal liability is limited.
3. Purpose
3.1 Positive Behavior Support Academy Asia Limited (hereinafter referred to as: the Academy) is a non-profit charitable organization Ref. 91/15980 (w.e.f. 13.09.2018). The purpose of the Academy is as follows:
3.1.1 In order to promote social rehabilitation services and promote person-centered rehabilitation services in Hong Kong, based on positive behavioral support, cooperate with various community charities or other organizations to provide various community rehabilitation services to the Hong Kong community on a non-profit basis Educational services and community education activities.
3.1.2 To promote education and promote positive behavioral support to people from all walks of life to improve related patient behavioral problems.
3.1.3 In order to support patients and benefit Hong Kong society, the Academy is committed to promoting exchanges and resource collabrate among professionals from all walks of life, so that patients with disabilities can gain the right to choose and respect during the rehabilitation process, build personal abilities, and ultimately integrate into the community.
3.1.4 In order to promote the purpose of the college, within the financial capacity of the academy, carry out charitable donations related to education, rehabilitation, etc., and sponsor other charitable activities that the academy deems appropriate. If the recipient unit is an organization, the The provisions of such institutions prohibiting the distribution of income and property to members are at least as strict as the restrictions set out in Section 5 of Part A and Section 55 of Part B of these Articles of Association.
3.2 To further the aims of the Academy, the Academy will:
3.2.1 Engage in other legal affairs related to the above purposes.
3.2.2 By committing, using or donating funds (including establishing scholarships and bursaries), services, facilities or equipment to achieve the aforementioned purposes. If the recipient unit is an organization, these organizations are prohibited from distributing income and property. The requirements for members are at least as stringent as those set out in Article 5 of Part A and Article 55 of Part B of these Articles of Association.
3.2.3 Accept monetary or in-kind donations or contributions to the Academy in furtherance of the Academy’s purposes, whether or not subject to any special charitable trust terms.
4. Legal liability or contribution of members. Each member undertakes to contribute to the assets of the Academy an amount not exceeding HK$100.00 in the event of the liquidation of the Academy during the period of membership or within one year after ceasing to be a member of the Academy. Debts and liabilities incurred before he ceased to be a member of the Academy, to pay the costs, charges and expenses of winding up and for the purpose of adjusting the rights between the contributories.
5. No profits may be distributed
The income and property of the Academy, however derived, shall be used solely for the furtherance of the purposes set forth in these Articles of Association. The Academy shall also not pay or transfer any part of its income and property directly or indirectly to its members in the form of dividends, bonuses or other forms.
6. No remuneration or other benefits shall be paid
No Director or member of the governing body of the Academy may be appointed to hold any salaried or fee-paying position in the Academy. The Academy shall also not pay salaries or other benefits in money or money’s equivalent to directors or any member of the governing body.