SECT.

15. Application of Table A. (20 Vict. c. 47, s. 9)

page 166

16. Stamp, signature, and effect of articles of association

(20 Vict. c. 47, s. 11).

17. Registration of memorandum of association and articles of

association, with fees, as in Table B. (20 Vict. c. 47,

8. 12)

18. Effect of registration (20 Vict. c. 47, s. 13; 21 Vict. c. 14,
8. 4)

19. Copies of memorandum and articles to be given to members

(20 Vict. c. 47, s. 27; 21 Vict. c. 14, s. 10)

167

168

171

172

20. Prohibition against identity of names in companies (20 Vict.

21. Prohibition against certain companies holding land (20 Vict.

c. 47, s 38)

PART II.

DISTRIBUTION OF CAPITAL AND LIABILITY OF MEMBERS OF
COMPANIES AND ASSOCIATIONS UNDER THIS ACT.

Distribution of Capital.

22. Nature of interest in company (20 Vict. c. 47, s. 15)

23. Definition of "member" (20 Vict. c. 47, ss. 8, 19).

24. Transfer by personal representative.

174

174

175

25. Register of members (20 Vict. c. 47, ss. 16, 17)

175

26. Annual list of members (20 Vict. c. 47, s. 17)

176

27. Penalty on company not keeping a proper register (20 Vict.

c. 47, s. 18)

176

28. Company to give notice of conversion of capital into stock
(21 Vict. c. 14, s. 6)..

177

c. 49, s. 15)

29. Effect of conversion of shares into stock (21 Vict. c. 14, s. 7) 177

30. Entry of trusts on register (20 Vict. c. 47, s. 19; 21 Vict.

31. Certificate of shares or stock (20 Vict. c. 47,

178

32. Inspection of register (20 Vict. c. 47, s. 23)

33. Power to close register (20 Vict. c. 47, s. 24)

8. 21)

178

178

35. Remedy for improper entry or omission of entry in register

(20 Vict. c. 47, s. 25; 21 Vict. c. 14, s. 9)

34. Notice of increase of capital and of members to be given

to registrar (20 Vict. c. 47, s. 37) ..

179

179

180

36. Notice to registrar of rectification of register

37. Register to be evidence (20 Vict. c. 47, s. 26)

Liability of Members.

38. Liability of present and past members of company (20 Vict.

c. 47, s. 62)

181

PART III.

MANAGEMENT AND ADMINISTRATION OF COMPANIES AND

ASSOCIATIONS UNDER THIS ACT.

SECT.

Provisions for Protection of Creditors.

183

39. Registered office of company (20 Vict. c. 47, s. 28) page 183

40. Notice of situation of registered office (20 Vict. c. 47, s. 29)

41. Publication of name by a limited company (20 Vict. c. 47,

..

183

s. 30)

42. Penalties on non-publication of name (20 Vict. c. 47, s. 31) 184

43. Register of mortgages..

44. Certain companies to publish statement entered in schedule

(22 Vict. c. 91, s. 4)...

45. List of directors to be sent to registrar

185

185

187

187

46. Penalty on company not keeping register of directors

47. Promissory notes and bills of exchange (20 Vict. c. 47, s. 43)

48. Prohibition against carrying on business with less than

seven members (20.Vict. c. 47, s. 39)

Provisions for Protection of Members.

49. General meeting of company (20 Vict. c. 47, s. 32)
50. Power to alter regulations by special resolution (20 Vict.
c. 47, s. 33)

51. Definition of special resolution (20 Vict. c. 47, s. 34)
52. Provision where no regulations as to meetings
53. Registry of special resolutions (20 Vict. c. 47, s. 35)
54. Copies of special resolutions (20 Vict. c. 47, s. 36)
55. Examination of affairs of company by inspectors (20 Vict.
c. 47, s. 48; 21 Vict. c. 49, s. 14) ..

56. Execution of deeds abroad (20 Vict. c. 47, s. 49)

57. Application for inspection to be supported by evidence

58. Inspection of books (20 Vict. c. 47, s. 49)
59. Result of examination, how dealt with (20 Vict. c. 47, s. 50)
60. Power of company to appoint inspectors (20 Vict. c. 47, s. 51)
61. Report of inspectors to be evidence (20 Vict. c. 47, s. 52)..

62. Service of notices on company (20 Vict. c. 47, s. 53)

63. Rules as to notices by letter (20 Vict. c. 47, s. 54)

64. Authentication of notices of company (20 Vict. c. 47, s. 55) 195

Legal Proceedings.

65. Recovery of penalties (20 Vict. c. 47, s. 56)

66. Application of penalties (20 Vict. c. 47, s. 56)

195

67. Evidence of proceedings at meetings (20 Vict. c. 47, s. 40;

8 Vict. c. 16, ss. 98, 99)

68. Jurisdiction of vice-warden of Stannaries

69. Provision as to costs in actions brought by certain limited

companies (21 Vict. c. 14, s. 24)

70. Declaration in action against member

SECT.

Alteration of Forms.

71. Board of Trade may alter forms in schedule (20 Vict. c. 47,

s. 58; 21 Vict. c. 14, s. 22.)

Arbitrations.

72. Power for companies to refer matters to arbitration

page 198

198

73. Provisions of Railway Companies Arbitration Act to apply 203

PART IV.

WINDING-UP OF COMPANIES AND ASSOCIATIONS UNDER THIS ACT.

Preliminary.

74. Meaning of contributory (20 Vict. c. 47, s. 65)

75. Nature of liability of contributory (21 Vict. c. 14, s. 13)..

76. Contributories in case of death (20 Vict. c. 47, s. 65)

77. Contributories in case of bankruptcy (12 & 13 Vict. c. 108,

s. 14).

78. Contributories in case of marriage (12 & 13 Vict. c. 108,

203

203

204

204

80. Company when deemed unable to pay its debts (20 Vict.

c. 47, s. 68)

Vict. c. 78, s. 12)

c. 47, s. 69)

79. Circumstances under which company may be wound up by

court (20 Vict. c. 47, s. 67)..

81. Definition of "the court" (20 Vict. c. 47, s. 60; 20 & 21

82. Application for winding-up to be made by petition (20 Vict.

83. Power of court..

205

206

207

208

208

84. Commencement of winding-up by court (20 Vict. C. 47,

85. Court may grant injunction (20 Vict. c. 47, s. 84)..

86. Course to be pursued by court on hearing petition (20 Vict.

c. 47, ss. 70, 71, 72) .

209

209

87. Actions and suits to be stayed after order for winding-up

88. Copy of order to be forwarded to registrar (20 Vict. c. 47,

8. 73)

209

209

89. Power of court to stay proceedings (20 Vict. c. 47, s. 85).. 209

90. Effect of order on share capital of company limited by

91. Court may have regard to wishes of creditors or contri-

92. Appointment of official liquidator (20 Vict. c. 47, s. 88).. 210

93. Resignations, removals, filling up vacancies, and compen-

SECT.

94. Style and duties of official liquidator (20 Vict. c. 47, s. 89) page 211

95. Powers of official liquidator (20 Vict. c. 47, s. 90; 22 Vict.

c. 60, s. 18)

211

213

96. Discretion of official liquidator (22 Vict. c. 60, s. 9)

97. Appointment of solicitor to official liquidator (20 Vict.

c. 47, s. 91) ..

Ordinary Powers of Court.

213

98. Collection and application of assets (20 Vict. c. 47, s. 75). 213

99. Provision as to representative contributories (11 & 12 Vict.

c. 45, s. 76)

100. Power of court to require delivery of property (ii & 12

Vict. c. 45, s. 66)

101. Power of court to order payment of debts by contributory

(11 & 12 Vict. c. 45, s. 66)..

102. Power of court to make calls (20 Vict. c. 47, s. 82)

103. Power of court to order payment into bank

104. Regulation of account with court (12 & 13 Vict. c. 106,

214

214

215

216

216

..

s. 39)

105. Provision in case of representative contributory not paying

moneys ordered

106. Order conclusive evidence (11 & 12 Vict. c. 45, s. 89)

107. Court may exclude creditors not proving within a certain

time (20 Vict. c. 47, s. 84)..

108. Proceedings in the court of the vice-warden of the Stan-

109. Court to adjust rights of contributories (20 Vict. c. 47, s. 86) 218

110. Court to order costs (20 Vict. c. 47, s. 87)

c. 14, s. 20)

113. Penalty on not reporting dissolution of company (21 Vict.

111. Dissolution of company (20 Vict. c. 47, s. 93)

112. Registrar to make minute of dissolution of company

(20 Vict. c. 47, s. 94)

114. Petition to be lis pendens (11 & 12 Vict. c. 45, s. 125)

Extraordinary Powers of Court.

115. Power of court to summon persons before it suspected of

having property of company (20 Vict. c. 47, s. 77; 11 & 12

Vict. c. 45, s. 63)

116. Special provisions as to court of vice-warden of the Stan-

naries

117. Examination of parties by court (20 Vict. c. 47, s. 78) 221

118. Power to arrest contributory about to abscond, or to remove

or conceal any of his property (21 Vict. c. 14, s. 11)

119. Powers of court cumulative

120. Power to enforce orders (20 Vict. c. 47, s. 60)

121. Power to order contributories in Scotland to pay calls

122. Order made in England to be enforced in Ireland and Scot-

land (22 Vict. c. 60, s. 12) ..

222

SECT.

page 228

224

102;

123. Mode of dealing with orders to be enforced by other courts

(22 Vict. c. 60, s. 13)

124. Appeals from orders (11 & 12 Vict. c. 45, ss. 101,

12 & 13 Vict. c. 108, s. 33)

125. Judicial notice to be taken of signature of officers (11 & 12

Vict. c. 45, s. 111)

126. Special commissioners for receiving evidence (20 Vict. c. 47,

s. 101)..

127. Court may order the examination of persons in Scotland

(12 & 13 Vict. c. 108, s. 21)

128. Affidavits, &c., may be sworn in Ireland, Scotland, or the

colonies before any competent court or person (12 & 13

Vict. c. 108, s. 24)

Voluntary Winding-up of Company.

129. Circumstances under which company may be wound up

voluntarily (20 Vict. c. 47, s. 102)..

130. Commencement of voluntary winding-up (20 Vict. c. 47,

s. 64)

131. Effect of voluntary winding-up on status of company

(20 Vict. c. 47, s. 104)

132. Notice of resolution to wind-up voluntarily (20 Vict. c. 47,

s. 103)..

227

228

228

228

183. Consequences of voluntary winding-up (20 Vict. c. 47, s. 104) 228

134. Effect of winding-up on share capital of company limited

by guarantee

230

135. Power of company to delegate authority to appoint liqui-

dators..

136. Arrangement when binding on creditors

137. Power of creditor or contributory to appeal..

138. Power for liquidators or contributories in voluntary winding-

up to apply to court (22 Vict. c. 60, s. 14)

139. Power of liquidators to call general meeting (21 Vict. c. 14,

s. 18) ..

140. Power to fill up vacancy in liquidators (22 Vict. c. 60, s. 15) 232

141. Power of court to appoint liquidators

230

231

231

..

232

232

142. Liquidators on conclusion of winding-up to make up an

account (20 Vict. c. 47, s. 104)

232

143. Liquidators to report meeting to registrar (20 Vict. c. 47,

s. 104)..

233

144. Costs of voluntary liquidation (20 Vict. c. 47, s.

145. Saving of rights of creditors (20 Vict. c. 47, s. 105)

146. Power of court to adopt proceedings of voluntary winding-

up (21 Vict. c. 14, s. 19)

Winding-up subject to the Supervision of the Court.

147. Power of court, on application, to direct winding-up, subject

to supervision (21 Vict. c. 14, s. 19)

148. Petition for winding-up, subject to supervision (22 Vict.

c. 60, s. 2)

234

234

149. Court may have regard to wishes of creditors