actions

certain

having jurisdiction in the matter may, if it appears by any brought by credible testimony that there is reason to believe that if the limited Com- defendant be successful in his defence the assets of the panies. Company will be insufficient to pay his costs, require sufficient security to be given for such costs, and may stay all proceedings until such security is given.

Declaration

in action against members.

Board of

Trade may alter forms

70. In any action or suit brought by the Company against any member to recover any call or other monies due from such member in his character of member, it shall not be necessary to set forth the special matter, but it shall be sufficient to allege that the defendant is a member of the Company, and is indebted to the Company in respect of a call made or other monies due whereby an action or suit hath accrued to the Company.

Alteration of Forms.

71. The forms set forth in the second schedule hereto, or forms as near thereto as circumstances admit, shall be in Schedule. used in all matters to which such forms refer; the Board of Trade may from time to time make such alterations in the tables and forms contained in the first schedule hereto, so that it does not increase the amount of fees payable to the registrar in the said schedule mentioned, and in the forms in the second schedule, or make such additions to the last mentioned forms, as it deems requisite: any such table or form, when altered, shall be published in the London Gazette, and upon such publication being made such table or form shall have the same force as if it were included in the schedule to this Act, but no alteration made by the Board of Trade in the table marked A. contained in the first schedule shall affect any Company registered prior to the date of such alteration, or repeal, as respects such Company, any portion of such table.

Power for

Companies to

to arbitra

tion.

Arbitrations.

72. Any Company under this Act may from time to time, refer matters by writing under its common seal, agree to refer and may refer to arbitration, in accordance with "The Railway Companies Arbitration Act, 1859," any existing or future difference, question, or other matter whatsoever in dispute between itself and any other Company or person, and the Companies parties to the arbitration may delegate to the person or persons to whom the reference is made power to

settle any terms or to determine any matter capable of being lawfully settled or determined by the Companies themselves, or by the directors or other managing body of such Companies.

Vict. c. 59,

73. All the provisions of "The Railway Companies Arbi- Provisions tration Act, 1859," shall be deemed to apply to arbitrations of 22 & 23 between Companies and persons in pursuance of this Act; to apply. and in the construction of such provisions "the Companies" shall be deemed to include Companies authorized by this Act to refer disputes to arbitration.

*

PART IV.

WINDING UP OF COMPANIES AND ASSOCIATIONS UNDER THIS

ACT.

Preliminary.

74. Meaning of contributory (see pp. 48, 83).

75. Nature of liability of contributory (see pp. 83, 105). 76. Contributories in case of death (see p. 83).

77. Contributories in case of bankruptcy (see p. 83). 78. Contributories in case of marriage (see p. 84).

Winding Up by the Court.

79. Circumstances under which a Company may be wound up by the Court (see p. 9).

80. Company when deemed unable to pay its debts (see p. 9).

81. Definition of the "Court" (see p. 1).

82. Application for winding up to be by petition (see pp. 17, 20).

83. Power of Court (see p. 8).

84. Commencement of winding up by Court (see p. 37). 85. Court may grant injunction (see pp. 29, 57).

86. Course to be pursued by Court on hearing petition (see pp. 12, 27, 175).

87. Actions and suits to be stayed after order to wind up (see p. 30).

88. Copy order to be forwarded to registrar (see p. 37). 89. Power of Court to stay proceedings (see p. 182). 90. Effect of order on share capital limited by guarantee (see p. 106).

91. Court may have regard to wishes of creditors or contributories (see pp. 12, 38).

Official Liquidators.

92. Appointment of official liquidators (see p. 59). 93. Resignations, removals, filling up vacancies, and compensation (see p. 59).

94. Style and duties of official liquidators (see p. 59). 95. Powers of official liquidator (see pp. 60, 116).

96 Discretion of official liquidator (see p. 61).

97. Appointment of solicitor to official liquidator (see p. 61).

Ordinary Powers of Court.

98. Collection and application of assets (see p. 81). 99. Provision as to representative contributories (see p. 81).

100. Power of Court to require delivery of property (see p. 157).

101. Power of Court to order payment of debts by contributories (see p. 149).

102. Power of Court to make calls (see p. 105).

103. Power of Court to order payment into bank (see pp. 61, 106).

104. Regulation of account with Court (see p. 61).

105. Provision in case of representative not paying money ordered (see p. 106).

106. Order conclusive evidence (see p. 106).

107. Court may exclude creditors not proving within a certain time (see p. 117).

108. Proceedings in Court of the Vice Warden of Stannaries on proof of debts (see p. 211).

109. Court to adjust rights of contributories (see p. 180). 110. Court to order costs (see p. 175).

111. Dissolution of Company (see pp. 61, 183).

112. Registrar to make minute of ditto (see pp. 61, 183). 113. Penalty on not reporting ditto (see p. 183). 114. Petition to be a lis pendens (see p. 32).

Extraordinary Powers of Court.

115. Power of Court to summon persons before it suspected of having property of Company (see pp.133, 157). 116. Special provisions as to Court of Vice Warden of Stannaries (see p. 212).

117. Examination of parties by Court (see pp. 133, 157). 118. Power to arrest contributory about to abscond, &c. (see p. 157).

119. Powers of Court cumulative (see p. 158).

Enforcement of and Appeal from Orders.

120. Power to enforce orders (see p. 165).

121. Where an order, interlocutor or decree has been made in Scotland for winding up a Company by the Court, it shall be competent to the Court in Scotland during session and to the Lord Ordinary on the Bills during vacation, on production by the liquidators of a list certified by them of the names of the contributories liable in payment of any calls which they may wish to enforce, and of the amount due by each contributory respectively, and of the date when the same became due, to pronounce forthwith a decree against such contributories for payment of the sums so certified to be due by each of them respectively, with interest from the said date till payment, at the rate of 57. per centum per annum, in the same way and to the same effect as if they had severally consented to registration for execution, on a charge of six days, of a legal obligation to pay such calls and interest; and such decree may be extracted immediately, and no suspension thereof shall be competent, except on caution or consignation, unless with special leave of the Court or Lord Ordinary.

122. Orders made in England to be enforced in Ireland and Scotland (see p. 169).

123. Mode of dealing with orders to be enforced by other Courts (see p. 169).

124. Appeals from orders (see p. 127).

125. Judicial notice to be taken of signatures of officers (see p. 133).

126. Special commissioners for receiving evidence (see p. 134).

127. Court may order the examination of persons in Scotland (see p. 134).

128. Affidavits &c. may be sworn in Ireland, Scotland and the colonies (see p. 135).

Voluntary Winding Up of Company.

129. Circumstances under which Company may be wound up voluntarily (see p. 185).

130. Commencement of voluntary winding up (see p. 186).

131. Effect of voluntary winding up on status of Company (see p. 186).

132. Notice of resolution to wind up voluntarily (see p. 187).

133. Consequence of voluntary winding up (see p. 187). 134. Effect of voluntary winding up on share capital of Company limited by guarantee (see p. 188).

135. Power of Company to delegate authority to appoint liquidators (see p. 188).

136. Arrangement when binding on creditors (see p. 188). 137. Power of creditor or contributory to appeal

(see p. 189).

138. Power of liquidator or contributory in voluntary winding up to apply to Court (see p. 189).

139. Power of liquidator to call general meeting (see p. 189).

140. Power to fill up vacancy in liquidators (see p. 189). 141. Power of Court to appoint liquidators (see p. 190). 142. Liquidators at conclusion of winding up to make up an account (see p. 190).

143. Liquidator to report meeting to registrar (see p. 190).

144. Costs of voluntary winding up (see p. 190).

145. Saving rights of creditors (see pp. 19, 190). 146. Power of Court to adopt proceedings on voluntary winding up (see pp. 27, 190).

Winding Up subject to Supervision of Court.

147. Power of Court on application to direct winding up subject to supervision (see p. 205).

148. Petition to wind up subject to supervision (see p. 205).

149. Court may have regard to wishes of creditors (see p. 205).

150. Power of Court to appoint additional liquidators (see p. 206).

151. Effect of order of Court for winding up (see p. 206). 152. Appointment in certain cases of voluntary liquidators to office of official liquidator (see pp. 59, 206).

Supplemental Provisions.

153. Dispositions after commencement of winding up avoided (see p. 33).