An order under s. 165 cannot be made against the executors of a deceased director. In re British Guardian, &c., Co., ubi supra. But they may in some cases be made liable in an action, see supra, p. 173 and Form 203.

A claim under this section, whether for a misfeasance or breach of trust, may no doubt be barred by delay after discovery. See supra, pp. 173, 305.

Where a director was ordered, under s. 165, to pay the full nominal value of the shares, it was held that he was not "a trustee or person acting in a fiduciary capacity," within the third exception to s. 4 of the Debtors Act, 1869, and accordingly could not be committed to prison for default in paying. Diamond Fuel Co. (2), 13 C. D.; 28 W. R. 435.

A summons under the section may by leave be served in Scotland. Household Insurance Co., W. N. 1878, 26. See also Form 529.

money

preliminary

expenses.

Upon the application of, the off. liq., &c., Declare that the said C., Form 543. H., P., S., and W., directors named in the prospectus of the said co., are Order for jointly and severally liable to pay the sum of 3,000l., being the balance repayment of after giving credit for the sum of 5007. already received by the said official improperly liquidator of the sum of 3,5007., the amount paid to S. in respect of paid for preliminary expenses and retained or applied by the said S. for purposes other than preliminary expenses properly payable, together with interest at the rate of 5 p. c. p. a. on the said 3,500l. from the respective dates of the payment of the cheques to the said S. as shown by the said affidavit of, &c., as follows, namely 1,2007. on, &c. [and so forth], And order that the said C., &c., do within 14 days from the date of this order, or within 4 days after service of this order, jointly and severally pay the amount of the said sum of 3,000l. and such interest as aforesaid to the said S. the off. liq. of the said co., And order that the said C., &c., do pay to the said off. liq. the costs of and incident to this application and consequent thereon, such costs to be taxed, &c. Englefield Colliery Co. Ld., Malins, V.-C., 28 July, 1877. A. 1720. 8 C. Div. 288.

Order on

Upon the application of B. the liq. of the above-named co., &c., and Form 544. the court being of opinion that the persons named in the schedule hereto are jointly and severally liable to refund the sum of 9007. in respect of directors to monies of the said co. improperly retained by them while directors for repay monies improperly the purpose of paying up the 20 shares held by each of them therein, retained to and interest thereon as hereinafter mentioned: Order that the said pay qualifications. several persons named in the schedule hereto pay to the said B., the liq. of the said co., at his office, No. —, Street, &c., within 4 days after the service of this order on each of them respectively, the sum of 1,0537. 138. 7d., being the said sum of 9007. so retained by them as directors with the sum of 1537. 13s. 7d. for interest, less income-tax, due to the date of this order at the rate of 5 p. c. p. a. from the date when the said monies making up the said sum of 9007. were respectively retained after deducting income-tax, And order that the said several persons named in the said schedule do also pay to the said B. interest at

Form 545.

Order on directors.

Form 546.

Order on

directors to half premiums

have been

invested.

the rate afsd. on the said 9007. from the date of this order until payment. Patent Cocoa Fibre Co., Bacon, V.-C., 1878. B. 645.

Upon the application of W. & C., the liqs. of co., by summons dated the 17th April, 1878, for an order that J., D., and B., directors of the co., and A., an officer of the co., might be jointly and severally ordered to pay to the said liqs., or into court in the winding-up or otherwise as the court might direct, the sum of 10,000l. or thereabouts, being monies of the co. unapplied by them, or for which they have become liable or accountable, which application [adjournment into court], and upon hearing, &c., and upon reading, &c., Let the said J. & D. on or before 14 January, 1879, or within 4 days after service of this order pay to the W. & C., the liqs. of said co. the sum of 10,000l., And order that the said A. do, on or or before the 24th January, 1879, or within 4 days after service upon him of this order, pay to the said liqs. the sum of 1,0007. And dismiss application as against said B., And order applicants W. & C. to pay to said B. his costs of this application, such costs to be taxed, &c., And order said J. & D. to pay to the applicants their costs of this application, such costs to be taxed, &c., And order that the said liqs. be at liberty to retain what they shall pay to the said B. for his costs out of the assets of the co. and their costs as between solicitor and client of this application so far as the same shall not be paid by the said J. & D. Forest of Dean, &c., Co. Ld., M. R., 14 Dec., 1878. A. 2364. See report in 10 C. D. 450, 27 W. R. 594.

:

Upon the application of the off. liq. and of, &c., Declare that each of the said directors of the co. is jointly and severally liable to the extent of half the premiums received by them respectively during the respective which ought to periods when they were such directors after deducting the amount of death claims paid under policies and any sums paid for surrender value of policies, And let the persons named in the first column of the schedule hereto (being the said directors) on or before 17 Dec. 1877, or subsequently within 4 days after service of this order, pay into court to the credit of this matter, "In the matter, &c.," to an account to be intituled "Policy Guarantee Account," the sums in the second columu of the said schedule set opposite the names of such persons respectively amounting in the whole to 6287. 18s. 5d., And let C., &c., pay to the applicants their costs of the application in chambers and of and incident to this order, to be taxed, &c. National Funds Co., M. R., 17 Nov. 1877. B. 3675. This order is referred to in Re British Guardian Co., 14 C. D. 335.

Form 547. Upon the application of H., the off. liq., &c., Declare that all persons Order declar- being directors of the co. who in any manner authorised, sanctioned, ing liability of or participated in the payment to shareholders of interest on their

respective shares out of the capital of the said co. are jointly and severally Form 547. liable to repay to the off. liq. of said co. the amount so paid without directors to prejudice to the rights of the directors so liable after they shall have refund dividends paid out paid to the off. liq. the amounts due from them respectively to recover of capital with the same from the shareholders who received such payments; And let inquiries. the following inquiries be made: 1. An inquiry what were the amounts of the various payments so made resply., and when and to whom the same were respectively made. 2. An inquiry what persons were directors of the said co. at the respective times when such payments were made and which of them in any way authorised, sanctioned, or participated in the making of such payments; And costs of off. liq. of application to be taxed and allowed out of assets of co. British Imperial Insurance Corporation, Hall, V.-C., 4 Aug. 1879. A. 2173.

Form 548.

application by

Upon the application of W. & B. by summons dated 21 Feb. 1877, that G. the off. liq. of co., or the said co. might be ordered within 7 Order on days to give security for the costs of the applicants of certain pro- respondents for ceedings instituted by the said G. as such off. liq. for the recovery of security. the sum of 55,000l. from the late directors of the said co., and that in the meantime such proceedings might be stayed as against the applicants, and upon hearing counsel, &c., and upon reading, &c., and the said G. undertaking personally to pay any costs to which the applicants being the respondents to the said application made by him may be held to be entitled and payment whereof they shall not obtain from the said co., The Judge doth not think fit to make any order upon the said summons except that the costs of the application be costs in the said proceedings taken by the said official liquidator against such respondents. Baseye Consolidated Silver Co., Hall, V.-C., 16 Ap. 1877. A. 811.

For orders in actions against directors, see supra, Forms 201, 202, 203, and 205.

Meetings of Creditors and Contributories.

In the matter, &c.

MEMORANDUM.

Form 549.

Memorandum

The Master of the Rolls has directed a meeting of the creditors of the of direction for meeting. above-named co. to be summoned pursuant to the above statute for the purpose of ascertaining their wishes as to continuing to carry on the works with the view of effecting a sale thereof as a going concern, and that such meeting shall be held on, &c., at the office of the off. liq., No. Old Jewry, in the city of London. The judge has appointed G. the said off. liq. to act as chairman at such meeting.

Meetings of creditors or contributories are frequently directed pursuant to s. 91 of the Act of 1862 for the purpose of ascertaining their wishes in regard to matters connected with the winding up. See as to such meetings Rules 45, 46, and 47, and Forms 45, 46, 47, 48, and 49 in Schedule to the Rules. The meeting is very com

Form 545.

Order on directors.

Form 546.

Order on

directors to

half premiums

have been

invested.

the rate afsd. on the said 9001. from the date of this order until payment. Patent Cocoa Fibre Co., Bacon, V.-C., 1878. B. 645.

Upon the application of W. & C., the liqs. of co., by summons dated the 17th April, 1878, for an order that J., D., and B., directors of the co., and A., an officer of the co., might be jointly and severally ordered to pay to the said liqs., or into court in the winding-up or otherwise as the court might direct, the sum of 10,0007. or thereabouts, being monies of the co. unapplied by them, or for which they have become liable or accountable, which application [aljournment into court], and upon hearing, &c., and upon reading, &c., Let the said J. & D. on or before 14 January, 1879, or within 4 days after service of this order pay to the W. & C., the liqs. of said co. the sum of 10,0007., And order that the said A. do, on or or before the 24th January, 1879, or within 4 days after service upon him of this order, pay to the said liqs. the sum of 1,0007. And dismiss application as against said B., And order applicants W. & C. to pay to said B. his costs of this application, such costs to be taxed, &c., And order said J. & D. to pay to the applicants their costs of this application, such costs to be taxed, &c., And order that the said liqs. be at liberty to retain what they shall pay to the said B. for his costs out of the assets of the co. and their costs as between solicitor and client of this application so far as the same shall not be paid by the said J. & D. Forest of Dean, &c., Co. Ld., M. R., 14 Dec., 1878. A. 2364. See report in 10 C. D. 450, 27 W. R. 594.

Upon the application of the off. liq. and of, &c., Declare that each of the said directors of the co. is jointly and severally liable to the extent of half the premiums received by them respectively during the respective which ought to periods when they were such directors after deducting the amount of death claims paid under policies and any sums paid for surrender value of policies, And let the persons named in the first column of the schedule hereto (being the said directors) on or before 17 Dec. 1877, or subsequently within 4 days after service of this order, pay into court to the credit of this matter, " In the matter, &c.," to an account to be intituled "Policy Guarantee Account," the sums in the second column of the said schedule set opposite the names of such persons respectively in the whole to 6287. 18s. 5d., And let C., &c., pay to the their costs of the application in chambers and of and incident ler, to be taxed, &c. National Funds Co., M. R., 17 Nov. 3675. This order is referred to in Re British Guardian Co.,