ATTORNEY. (See SOLICITOR.)

of company, execution by, of deeds abroad, s. 55, p. 284.
of official liquidator; duties of, Rule 68, p. 523.

AUDIT,

of accounts of company not made compulsory by Act a
1862, but see provision as to inspection, s. 56, p. 287.
regulations of Table A respecting, Arts. 83-94, pp. 410-

442.

AUDITORS,

regulations of Table A respecting, 440-442.

establishment of audit committee, Sch. II., Form B, p. 472.
for other provisions relating to Accounts and Audit
see the precedents of articles of association in App. II.

BALANCE SHEET,

form of, appended to Table A, 444.

BANK,

power of court in winding up to order payment into Bank of
England, s. 103, p. 333.

regulation of account, s. 104, p. 333.

mode of payment into Bank, and practice as to, Rules
36-44, pp. 515–517.

BANKING ACTS,

of 1857 and 1858, 20, 21.

Acts relating to joint stock banking companies repealed,
Sch. III. to Act of 1862, p. 469.

sections re-enacted, ib., Part II., pp. 472–474.

BANKING COMPANY. (See COMPANY for general provisions.)
banking companies are no longer required to have shares
of a certain amount, but are under precisely the same
law as other companies, with the exception of the special
provisions specified below, 20.

limited banking companies required to publish a statement
of accounts in form in schedule, s. 44, p. 278.

inspection granted on application of one-third of share-
holders in case of banking company, s. 56, p. 287.

BANKING COMPANY-(continued).

no banking company issuing notes is entitled on regis-
tering under Part VII. of the Act to acquire limited lia-
bility in respect of such issue, s. 182, p. 393.

banking company registering under Part VII. with limited
liability to give notice to its customers of its intention to
register, s. 188, p. 395.

contracts for sale of bank shares void unless numbers of shares
are set forth in the contract, 30 & 31 Vict. c. 29, p. 742.
inspection of list of shareholders of, ib. p. 743.

may make advances on deposit of shares, 104 note.

BANKING PARTNERSHIP,

prohibition of banking partnerships consisting of more than
ten persons, s. 4, p. 242.

power to form banking partnerships of not more than ten
persons, Sch. 3, Part 2, p. 473.

BANKRUPTCY, COURT OF,

Court of Chancery may remit a winding up to the Court of
Bankruptcy, s. 81, p. 309.

Commissioners of Bankruptcy made special commissioners
for taking evidence in cases of winding up, s. 126, p. 346.
but the country district courts of bankruptcy were
abolished in 1869, note (a), p. 346.

judicial notice to be taken of signature of officers of and
seal of office, s. 125, p. 346.

BANKRUPTCY, GENERAL,

shares of a bankrupt shareholder in an unincorporated com-
pany said in Greenshield's case to be determined, but
apparently without reason, 51, note (a).

bankrupt contributory represented by his assignees in
winding up, s. 77, p. 303.

assignees may be called on to admit to proof against estate
of bankrupt any monies due from him as a contributory,
ib.

if the bankruptcy precedes the winding up and the bank-
rupt retains his shares he still remains liable to sub-
sequent calls, ib., note.

as to disclaimer of shares by trustee in bankruptcy, ib.
liability to future calls, as well as calls already made, may
be proved against estate of bankrupt, s. 75, p. 301.
there can only be a proof under this section if the wind-
ing up has preceded the bankruptcy, ib. note.

BANKRUPTCY-(continued).

in a deed of arrangement liability to future calls must
entered, ib. note.

liability to calls in winding up a specialty debt, s. 75, p. 37
liquidator empowered to prove, and draw a dividend in ca-
of bankruptcy of contributory, s. 95, p. 323.

court may order assignees to pay debt due to company fre
bankrupt, s. 101, note p. 328.

set-off may be allowed to bankrupt contributory, s. 1
note p. 331.

BENEFIT SOCIETY,

required to publish statement of its assets and liabilities
s. 44, p. 278.

BILL OF EXCHANGE. (See PROMISSORY NOTE.)

BOARD OF TRADE. (See LIFE ASSURANCE COMPANIES.)
consent of, requisite to change of name by company, s. 13, p. 25.
license of, to charitable companies to hold more than tw
acres of land, s. 21, p. 257.

inspection of accounts of company by order of, s. 56, p. 287
power of, to alter forms in First and Second Schedules, b:
not to increase fees, s. 71, p. 296.

regulation of registration office and appointment of regis
trars by, s. 174, p. 383.

sanction of, required to alteration of letters patent consti
tuting a company that registers under Act, s. 196, p. (4
p. 399.

may license associations not for profit, to register as limite
companies without using the word limited, 30 & 31 Vict
c. 131, s. 23, p. 487.

BONDS. (See BORROWING.)

BOOKS OF COMPANY. (See ACCOUNTS.)

disposal of on dissolution of company, s. 155, p. 368.

BOOK DEBTS,

mortgage of held valid, 105, note (a).

BORROWING,

trading company has an implied power to borrow money,

BORROWING-(continued).

and may (unless expressly prohibited) mortgage its pro-
perty even for a past debt, 104-105.

doubtful how far controlled by express power, 105.

a distinction to be observed between companies governed
by private Act of Parliament and ordinary companies,
105.
issue of preference shares requires express authority, 105.
cases relating to nature and effect of instruments issued by
company in pursuance of borrowing powers, 105, 106.
indirect power of raising money given by decisions that
directors will be allowed moneys borrowed and expended
for the necessary purposes of the company, 106, 107.
principle of these cases, 107, note (a).

as to mortgage of calls, 108.

as to Lloyd's bonds, 105, note.

borrowing powers of Building Society, 107, note, (a).
increasing capital by issue of new shares, provisions of Table

court may in the course of winding up a company inquire
into the conduct of officers of a company, and punish them
for breach of trust, s. 165, p. 378.

bill required to be filed, ib note.

power exercised in case of a voluntary winding up, ib note.
court may order prosecution of officers of company, s. 167,
p. 380.

liquidators in voluntary winding up may, with sanction of
the court, order prosecution of directors, s. 168, p. 380.

BUILDING SOCIETY.

borrowing powers of, 107, note (a).

may be wound up under Act of 1862, note to s. 199,
P. 407.

BYE-LAWS.

a company at common law has power to make such bye-laws
as are not inconsistent with the purposes of its incorpora-
tion, or the laws of the state by which it is created, 109.
doubt whether the general power is not taken away
by a special power to make bye-laws, 109, note (b).
as to publication of bye-laws, 109, note (b).

M M

CALLS. (See CALLS IN WINDING UP.)

call has a two-fold meaning. (1), it means a demand made
for contribution, see ss. 75, 102, pp. 301, 332; (2), the
monies demanded, ss. 70, 121, pp. 295, 342.

calls made for contribution to partnership assets, practically
incapable of being enforced at law or in equity, 11.

a call constituted by circular letter addressed to shareholders,
54.

a call dates from resolution of directors authorising call, 54.
a call may be made payable at a future day or by instal
ments, 55.

member is not liable to pay call till his title as member is
completed at law, 55.

defendant may plead to action for call, any defence showing
that he is not a member or is not for some other reason
liable to pay the call, 54.

thus a plea of fraud, and prompt repudiation of the shares
is good, ib. note (a).

power to mortgage proceeds of call, 108.

call under Act of 1862, a specialty debt, s. 16, p. 253. How
far a specialty debt, in absence of express enactment
depends on circumstances, see cases cited in note to s. 75,
p. 302. The American courts imply a contract to pay
calls from the acceptance of shares (Angell and Ames on
Corporations, p. 575); not so the English courts, as it
would seem from Cork & Bandon Railway Company v
Goode, 17 Jur. 555; see Calls in Winding-up.

provisions of 30 & 31 Vic. c. 131, s. 24, as to calls, p. 488.
observations on, 219-220.

in action against member for call sufficient to allege that
defendant is a member and indebted, s. 70, p. 295.

register of members, primâ facic evidence of membership,
s. 37, p. 269.

minute of directors evidence of call having been made
by directors, s. 67, p. 292.

regulations of Table A as to calls, Arts. 4-7, pp. 419,

420.

regulations of Table A as to notices for calls, Arts. 95-97,
pp. 442-3.

as to calls in cost-book companies, 32 & 33 Vict. c. 19, ss.
10-13.

CALLS IN WINDING UP. (See CONTRIBUTORY-WINDING
UP.)

nature of, independent of statute, note to s. 75, p. 302.