Power to make rules court (b). Court of Session in suits pending in such court shall, so far as the same is applicable, and not inconsistent with this act, apply to all proceedings for windingup a company, and official liquidators shall in all respects be considered as possessing the same powers as any trustee on a bankrupt estate. (a) See 19 & 20 Vict. c. 47, s. 97. 172. The vice-warden of the stannaries may from in stannaries time to time, with the consent provided for by section twenty-three of the act of eighteenth of Victoria, chapter thirty-two (c), make rules for carrying into effect the powers conferred by this act upon the court of the vice-warden, but, subject to such rules, the general practice of the said court and of the registrar's office in the said court, including the present practice of the said court in winding-up companies, may be applied to all proceedings under this act; the said vice-warden may likewise, with the same consent, make from time to time rules for specifying the fees to be taken in his said court in proceedings under this act; and any rules, so made shall be of the same force as if they had been enacted in the body of this act; and the fees paid in respect of proceeding taken under this act, including fees taken under "The Joint Stock Companies Act, 1856," in the matter of winding-up companies, shall be applied exclusively towards payment of such additional officers, or such increase of the salaries of existing officers, or pensions to retired officers, or such other needful expenses of the court as the lord warden of the stannaries shall from time to time, on the application of the vice-warden or otherwise, think fit to direct, sanction or assign, and meanwhile shall be kept as a separate fund apart from the ordinary fees of the court arising from other business, to await such direction and order of the lord warden herein, and to accumulate by investment in government securities until the whole shall have been so appropriated. (b) See 19 & 20 Vict. c. 47, s. 98. (c) Whereas the power of the vice-warden to make general Power to rules or orders of court is insufficient, and it is doubtful make or adopt rules, whether it extends to the adoption of improvements in the orders and procedure of the superior courts recently made by parlia- practice of ment, or of rules and orders made from time to time by the superior superior courts by the authority of parliament: Be it there- courts of law or equity. fore enacted, that it shall be lawful for the vice-warden to make from time to time new rules and orders touching the procedure, practice, pleadings, regulation of court fees and taxation of costs, both on the common law and equity side of the said court, and all other business of the said court, and to prescribe forms for carrying into effect such new rules and orders, and also existing rules and orders not varied or repealed, and also to adopt all or any of the provisions contained in the act 15 & 16 Vict. c. 86, and in the Common Law Procedure Act, 1852, and in the Common Law Procedure Act, 1854, and all or any of the rules and orders from time to time made and promulgated by the superior courts by and under the authority of the said acts or otherwise, with such modifications as may be necessary to adapt them to the jurisdiction of the vice-warden's court, provided that no such rules, orders, forms or provisions shall be made, prescribed or adopted without the consent and approval of one of the judges of the superior courts of common law at Westminster, in the case of rules, forms and provisions applicable to the common law side of the said court or of the Lord Chancellor or one of the judges of the High Court of Chancery, in the case of orders, forms and provisions applicable to the equity side of the said court: provided also, that nothing herein contained shall be construed to abridge or restrain any existing power of the vice-warden to make rules or orders in cases not requiring the consent or approval of any judge of the superior courts. 18 & 19 Vict. c. 32, s. 23. cellor of Ire land to make rules (a). 173. In Ireland the lord chancellor of Ireland Power of may, as respects the winding-up of companies in lord chanIreland, with the advice and consent of the master of the rolls in Ireland, exercise the same power of making rules as is by this act herein before given to the lord chancellor of Great Britain (b); but until such rules are made the general practice of the court of chancery in Ireland, including the practice hitherto in use in Ireland in winding-up companies, shall, so far as the same is applicable and not inconsistent with this act, apply to all proceedings for winding-up a company. (a) See 19 & 20 Vict. c. 47, s. 96. Constitution tion office(a), PART V. REGISTRATION OFFICE. 174. The registration of companies under this act of registra-shall be conducted as follows, (that is to say,) (1.) The board of trade may from time to time appoint such registrars, assistant registrars, clerks and servants as they may think necessary for the registration of companies under this act, and remove them at plea sure; (2.) The board of trade may make such regulations as they think fit with respect to the duties to be performed by any such registrars, assistant registrars, clerks and servants as aforesaid; (3.) The board of trade may from time to time determine the places at which offices for the registration of companies are to be established, so that there be at all times maintained in each of the three parts of the United Kingdom at least one such office, and that no company shall be registered except at an office within that part of the United Kingdom in which by the memorandum of association the registered office of the company is declared to be established; [and the board may require that the registrar's office of the court of the vice-warden of the stannaries shall be one of the offices for the registration of companies formed for working mines within the jurisdiction of the court]; (4.) The board of trade may from time to time direct a seal or seals to be prepared for the authentication of any documents required for or connected with the registration of companies; (5.) Every person may inspect the documents kept by the registrar of joint-stock com panies; and there shall be paid for such (6.) The existing registrar, assistant registrars, clerks and other officers and servants in the office for the registration of joint-stock companies shall, during the pleasure of the board of trade, hold the offices and receive the salaries hitherto held and received by them, but they shall in the execution of their duties conform to any regulations that may be issued by the board of trade; (7.) There shall be paid to any registrar, assistant registrar, clerk or servant that may hereafter be employed in the registration. of joint-stock companies such salary as the board of trade may, with the sanction of the commissioners of the treasury, direct ; (8.) Whenever any act is herein directed to be done to or by the registrar of joint-stock companies, such act shall, until the board of trade otherwise directs, be done in England to or by the existing registrar of joint-stock companies, or in his absence to or by such person as the board of trade may for the time being authorize; in Scotland to or by the existing registrar of joint-stock companies in Scotland; and in Ireland to or by the existing assistant registrar of joint-stock companies for Ireland, or by such person as the board of trade may for the time being authorize in Scotland or Ireland in the absence of the registrar; but in the event of the board of trade altering the constitution of the existing registry office, such act shall be done to or by such officer or officers and at such place or places with reference to the local situation of the registered offices of the companies to be registered as the board of trade may appoint. (a) See 19 & 20 Vict. c. 47, s. 106. The words in brackets in pl. 3 are new. (b) The 32nd section, ante, p. 37, contains provisions as to the inspection of the register of shareholders. The 43rd section, ante, p. 49, for the inspection of the register of mortgages. The 56th section, ante, p. 66, for the inspection of books and papers by creditors or contributories. By 14 & 15 Vict. c. 99, s. 6, in any action pending in the superior courts, the court and the judges thereof respectively may, on application of either of the litigants, compel the opposite party to inspect all documents in the custody or under the control of such opposite party relating to such action or other proceeding, and, if necessary, to take examined copies of the same or to procure the same to be duly stamped in all cases in which previous to the 7th August, 1851, a discovery might have been obtained by a bill or by any other proceeding in a court of equity, at the instance of the party making application to the court or judge. The Court of Queen's Bench has no power to grant a rule to inspect documents of a corporation when no cause or proceeding in court has been commenced. Re Burton and Sadlers' Company, 31 L. J., Q. B. 62. In an action against a joint stock company the court or judge may order one of the late directors (the company having ceased to carry on business) to allow the plaintiff inspection of documents not denied by such director to be in his possession or under his control. Lacharme v. The Quartz Rock Mariposa Mining Company, 31 L. J., Exch. 335. An order having been obtained by the plaintiff against a director of the defendant's company, to give inspection of certain documents to the plaintiff, inspection not having been |