Penalty on register. thirteen, and intituled An Act to regulate Joint Stock Banks in England, (2.) An Act passed in the Tenth Year of the Reign of Her present Majesty, Chapter Seventy-five, and intituled An Act to regulate Joint Stock Banks in Scotland and Ireland, shall, on or before the First Day of January One thousand eight hundred and fifty-eight, register itself as a Company under this Act. V. If any Banking Company hereby required to register Neglect to under this Act makes default in registering on or before the said First Day of January One thousand eight hundred and fifty-eight, then, from and after such Day, until the Day on which such Company is registered under this Act, the following Consequences shall ensue; (that is to say,) (1.) The Company shall be incapable of suing either at Law or in Equity, but shall not be incapable of Banking being made a Defendant to a Suit either at Law or in Equity: (2.) No Dividend shall be payable to any Shareholder in such Company: (3.) Each Director or Manager of the Company shall for each Day during which the Company is in default incur a Penalty of Five Pounds, and such Penalty may be recovered by any Person, whether a Shareholder or not in the Company, and be applied by him to his own Use: Nevertheless such Default shall not render the Company so being in default illegal, nor subject it to any Penalty or Disability, other than as specified in this Section. VI. Any Banking Company, consisting of Seven or Companies more Persons, having a Capital of fixed Amount, and permitted to register divided into Shares also of fixed amount, legally carrying under this on the Business of Banking previously to the passing Act. of this Act, and not being a Company hereby required to be registered, may at any Time hereafter, with the Assent of a Majority of such of its Shareholders as may have been present in Person, or in Cases where Proxies are allowed by the Regulations of the Company, by Proxy, at some General Meeting summoned for the Purpose, register itself as a Company other than a Limited Company under this Act, and when so registered all such Provisions contained in any Act of Parliament, Letters Patent, or Deed of Settlement constituting or regulating the Company, as are inconsistent with the Joint Stock Companies Acts, 1856, 1857, or with this Act, shall no longer apply to the Company so registered; but such Registration shall not take away or affect any Powers previously enjoyed by such Company of Banking, issuing Notes payable on Demand, or of doing any other Thing. VII. No Fees shall be payable in respect of the Regis- Existing tration under this Act of any Banking Company, existing Companies not to pay at the Time of the passing of this Act. Fees. this Act ligations VIII. The Registration under this Act of any Banking RegistraCompany existing at the Time of the passing of this Act, tion under and hereby required or authorized to be registered, shall not to not affect or prejudice the Liability of such Company to affect Obhave enforced against it or its Right to enforce any Debt incurred or Obligation incurred, or any Contract entered into by, previously to, with, or on account of such Company, previously to tration. such Registration, and all such Debts, Obligations, and Contracts shall be binding on the Company when so registered, and the other Parties thereto, to the same Extent as if such Registration had not taken place. to Regis Liabilities fore Regis der Act. IX. Every Person who at or previously to the Date of Saving of the Registration under this Act of any Banking Company Lions hereby required or authorized to be registered may have holding held shares in such Company shall, in the event of the Shares besame being wound up by the Court or voluntarily, be liable tration unto contribute to the Assets of the Company the same Amount that he would, if this Act had not been passed, have been liable to pay to the Company, or for or on account of any Debt of the Company in pursuance of any Action, Suit, Judgment, or other legal Proceeding that might, if this Act had not been passed, have been instituted or enforced against himself or the Company. tion of X. All such Actions, Suits, and other legal Proceedings Continuaas may at the Time of the Registration under this Act oft existing any Company hereby required or authorized to be regis-Actions tered have been commenced by or against such Company and Suits. or the Public Officer thereof may be continued in the same Manner as if such Registration had not taken place; nevertheless Execution shall not issue against the Effects of any individual Shareholder in or Member of such Company upon any Judgment, Decree, or Order obtained against such Company in any Action, Suit, or Proceeding so commenced as aforesaid; but, in the event of the Property and Effects of the Company being insufficient to satisfy such Judgment, Decree, or Order, an Order may be obtained for winding up the Company in manner directed by the Joint Stock Companies Acts, 1856, 1857. Winding up of the Banking Companies. Certain XI. The following Acts, that is to say, (1.) The Act of the Eleventh Year of the Reign of Her Acts not present Majesty, Chapter Forty-five, to apply to Com 7 & 8 Vict. c. 113. and 9 & 10 Vict. c. 75. repealed. (2.) The Act of the Thirteenth Year of the Reign of Her present Majesty, Chapter One hundred and eight, (3.) The Act of the Eighth Year of the Reign of Her present Majesty, Chapter One hundred and eleven, (4.) The Act of the Ninth Year of the Reign of Her present Majesty, Chapter Ninety-eight, shall not apply to Companies registered under this Act or under the Acts incorporated herewith or either of them; and all Companies so registered shall be wound up in manner directed by the said incorporated Acts. Repeal. XII. The above-mentioned Acts, that is to say, The said Act passed in the Eight Year of the Reign of Her present Majesty, Chapter One hundred and thirteen, and The said Act passed in the Tenth Year of the Reign of Her present Majesty, Chapter Seventy-five, shall forthwith be repealed as respects any Banking Company to be formed hereafter, and shall, from and after such Time as any Company formed in pursuance of such Acts or either of them may have registered as a Company under this Act, but not before, be repealed as respects the Company so registered; and the Articles of Table B. in the Schedule annexed to the Joint Stock Companies Act, 1856, relating to "Shares," to "Transmission of Shares," and to "Forfeiture of Shares," and numbered from One to Nineteen, both inclusive, shall, from and after such Time as last aforesaid, but subject to the Power of Alteration conferred by the Joint Stock Companies Acts, 1856, 1857, be deemed to be Regulations of any Company formed in pursuance of the said Acts passed in the Eighth and Tenth Years of Her present Majesty; nevertheless such Repeal shall not affect any Penalty, Forfeiture, or other Punishment incurred or to be incurred in respect of any Offence against any Acts hereby repealed committed before such Repeal comes into operation; and notwithstanding anything contained in the said Act of the Eighth Year of the Reign of Her present Majesty, Chapter One hundred and thirteen, or in any other Act, it shall be lawful for any Number of Persons, not exceeding Ten, to carry on in Partnership the Business of Banking in the same Manner and upon the same Conditions in all respects as any Company, if not more than Six Persons, could before the passing of this Act have carried on such Business. Formation of new Banking Companies. Banking XIII. Seven or more Persons associated for the Purpose New of Banking may register themselves under this Act as a Companies. Company other than a Limited Company, subject to this Condition, that the Shares into which the Capital of the Company is divided shall not be of less Amount than One hundred Pounds each; but not more than Ten Persons shall after the passing of this Act, unless registered as a Company under this Act, form themselves into a Partnership for the Purpose of Banking, or if so formed carry on the Business of Banking. Examination of Affairs in Company. in Number XIV. No Appointment of Inspectors to examine into One Third the Affairs of any Banking Company shall be made by the and Value Board of Trade, in pursuance of the Joint Stock Companies of ShareAct, 1856, except upon the Application of One Third at apply for the least in Number and Value of the Shareholders in such Inspectors. Company. holders to 19&20 Vict. Nineteenth Section of Joint Stock Companies Act not to apply. Sect. 19. of XV. The Nineteenth Section of the Joint Stock Com-c. 47. not panies Act, 1856, shall not apply to any Banking Company applicable in Scotland registered under this Act. Transfer of Trust Property. to Companies in Scotland. Trust Property to XVI. All such Estate or Interest in Real and Personal Transfer of Property in England and Ireland, and in Property, Heritable and Moveable, in Scotland, and all such Deeds, Bonds, Company. Obligations, and Rights as may belong to or be vested in any Person or Persons in trust for any Banking Company at the Date of its Registration under this Act, or in trust for any other Company at the Date of its Registration under the Joint Stock Companies Acts, 1856, 1857, shall immediately on Registration vest in such Banking or other Company; but no Merger shall take place of any Estates by reason of their uniting in the Company under this Section, without the express Consent of the Company, certified by some Instrument under their Common Seal. Banking Banking Companies not registered as such. XVII. If, through Inadvertence or otherwise, a Com-Liability of pany that is in fact a Banking Company has, previously to Company the passing of this Act, been registered as a Limited Com-that is not pany under the Joint Stock Companies Act, 1856, or if, registered through Inadvertence or otherwise, a Company that is in fact a Banking Company is hereafter registered under the as such. Exemption Banking Stock Com Acts. said Joint Stock Companies Acts, 1856, 1857, as a Limite (2.) In the event of such Company being wound up Saving Clauses. XVIII. The Joint Stock Companies Acts, 1856, 18 of certain shall not apply to any Banking Company legally carry existing on the Business of Banking previously to the passing of a Companies Act, and not hereby required to be registered, until sa from Joint Time as such Company registers itself under this Ac panies pursuance of the Power hereby given in that Behalf. XIX. Nothing herein contained shall affect an Not to passed in the Eighth Year of the Reign of Her pre visions of Majesty, and intituled An Act to regulate the Issue of 7 & 8 Vict. Notes, and for giving to the Governor and Company C 8 & 9 Vict. Bank of England certain Privileges for a limited Peri an Act passed in the Ninth Year of the Reign of Her sent Majesty, Chapter Thirty-eight, intituled An A regulate the Issue of Bank Notes in Scotland, or any Act relating to the Issue or Circulation of Bank Notes. affect Pro c. 32. and c. 38. CAP. LVI. An Act to regulate the Distribution of Business in the Co WHEREAS it is expedient that Provision should be |