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Powers of

the addition of any other persons, to be official liquidators.

95. The official liquidator shall have power, with the official liqui- sanction of the Court, to do the following things:


(1). To bring or defend any action, suit or prosecution, or other legal proceeding, civil or criminal, in the name and on behalf of the Company:

(2). To carry on the business of the Company, so far as
may be necessary for the beneficial winding up of
the same:

(3). To sell the real and personal and heritable and
moveable property, effects, and things in action of
the Company by public auction or private contract,
with power to transfer the whole thereof to any per-
son or Company, or to sell the same in parcels :
(4). To do all Acts, and to execute, in the name and on
behalf of the Company, all deeds, receipts and other
documents, and for that purpose to use, when neces-
sary, the Company's seal:

(5). To prove, rank, claim, and draw a dividend in the
matter of the bankruptcy or insolvency or seques-
tration of any contributory, for any balance against
the estate of such contributory, and to take and
receive dividends in respect of such balance, in the
matter of bankruptcy or insolvency or sequestration,
as a separate debt due from such bankrupt or insol-
vent, and rateably with the other separate creditors:
(6). To draw, accept, make, and indorse any bill of ex-
change or promissory note in the name and on behalf
of the Company, also to raise upon the security of
the assets of the Company from time to time any
requisite sum or sums of money; and the drawing,
accepting, making, or indorsing of every such bill
of exchange or promissory note as aforesaid on
behalf of the Company shall have the same effect
with respect to the liability of such Company as if
such bill or note had been drawn, accepted, made, or
endorsed by or on behalf of such Company in the
course of carrying on the business thereof.
(7). To take out, if necessary, in his official name, letters
of administration to any deceased contributory, and
to do in his official name any other Act that may be
necessary for obtaining payment of any monies due

from a contributory or from his estate, and which
act cannot be conveniently done in the name of the
Company; and in all cases where he takes out
letters of administration, or otherwise uses his official
name for obtaining payment of any monies due from
a contributory, such monies shall for the purpose of
enabling him to take out such letters or recover such
monies, be deemed to be due to the official liquidator

(8) To do and execute all such other things as may be
necessary for winding up the affairs of the Company
and distributing its assets.


96. The Court may provide by any order that the official Discretion of liquidator may exercise any of the above powers without official liquithe sanction or intervention of the Court and where an official liquidator is provisionally appointed may limit and restrict his powers by the order appointing him.

97. The official liquidator may, with the sanction of the Appointment Court, appoint a solicitor or law agent to assist him in the of solicitor to performance of his duties.

official liqui


order pay

103. The Court may order any contributory, purchaser Power of or other person from whom money is due to the Company Court to to pay the same into the Bank of England or any branch ment into thereof to the account of the official liquidator instead of to bank. the official liquidator, and such order may be enforced in the same manner as if it had directed payment to the official liquidator.

of account with Court.

104. All monies, bills, notes, and other securities paid and Regulation delivered into the bank of England or any branch thereof in the event of a Company being wound up by the Court, shall be subject to such order and regulation for the keeping of the account of such monies and other effects, and for the payment and delivery in or investment and payment and delivery out of the same as the Court may direct.

111. When the affairs of the Company have been com- Dissolution pletely wound up, the Court shall make an order that the of Company. Company be dissolved from the date of such order, and the Company shall be dissolved accordingly.

make minute of dissolution

112. Any order so made shall be reported by the official Registrar to liquidator to the registrar, who shall make a minute accordingly in his books of the dissolution of such Company.

Rule 8. The Judge may appoint a person to the office of official liquidator, without previous advertisement, or notice

of Company.


to any party, or fix a time and place for the appointment of an official liquidator, and may appoint or reject any person nominated at such time and place, and appoint any person not so nominated.

9. When a time and place are fixed for the appointment of an official liquidator, such time and place shall be advertised in such manner as the Judge shall direct, so that the first or only advertisement shall be published within fourteen days and not less than seven days before the day so fixed.

10. Every official liquidator shall give security by entering into a recognizance with two or more sufficient sureties, in such sum as the Judge may approve; and the Judge may, if he shall think fit, accept the security of any Guarantee Society established by charter or Act of Parliament in England in lieu of the security of such sureties as aforesaid, or of any of them.

11. The official liquidator shall be appointed by order; and unless he shall have given security, a time shall be fixed by such order within which he is to do so; and the order shall fix the times or periods at which the official liquidator is to leave his accounts of his receipts and payments at the Judge's chambers, and shall direct that all moneys to be received shall be paid into the Bank of England, immediately after the receipt thereof to the account of the official liquidator of the Company, and an account shall be opened there accordingly; and an office copy of the order shall be lodged at the Bank of England.

12. When an official liquidator has given security pursuant to the directions in the order appointing him, the same shall be certified by the chief clerk, as in the case of a receiver appointed in a cause subject to giving security.

13. The official liquidator shall on each occasion of passing his account, and also whensoever the Judge may so require, satisfy the Judge that his sureties are living, and resident in Great Britain, and have not been adjudged bankrupt or become insolvent, and in default thereof he may be required to enter into fresh security within such time as shall be directed. (See rule 56.)

14. Every appointment of an official liquidator shall be advertised, in such manner as the Judge shall direct, immediately after he has been appointed, and has given security.

16. In case of the death, removal or resignation of an

official liquidator, another shall be appointed in his room, Rules. in the same manner as directed in the case of a first appointment, and the proceedings for that purpose may be taken by such party interested as may be authorized by the Judge to take the same.

17. The official liquidator shall, with all convenient speed after he is appointed, proceed to make up, continue, complete and rectify the books of account of the Company; and shall provide and keep such books of account as shall be necessary, or as the Judge may direct, for the purposes aforesaid, and for showing the debts and credits of the Company, including a ledger which shall contain the separate accounts of the contributories, and in which every contributory shall be debited from time to time with the amount payable by him in respect of any call to be made as provided by the said Act and these rules.

18. The official liquidator shall be allowed in his accounts, or otherwise paid, such salary or remuneration as the Judge may from time to time direct, including any necessary employment of assistants or clerks by the official liquidator, to which regard shall be had; and such salary or remuneration may either be fixed at the time of his appointment, or at any time thereafter, as the Judge may think fit. Every allowance of such salary or remuneration, unless made at the time of his appointment, or upon passing an account, shall be made upon application for that purpose by the official liquidator, on notice to such persons (if any), and supported by such evidence as the Judge shall require; nevertheless, the Judge may from time to time allow any sum he may think fit to the official liquidator, on account of the salary or remuneration to be thereafter allowed.

19. The accounts of the official liquidator shall be left at the Judge's chambers at the times directed by the order appointing him, and at such other times as may from time to time be required by the Judge, and such accounts shall, upon notice to such parties (if any) as the Judge shall direct, be passed and verified in the same manner as receivers' accounts.

36. If any official liquidator shall not pay all moneys received by him into the Bank of England to the account of the official liquidator of the Company within seven days next after the receipt thereof, unless the Judge shall have otherwise directed, such official liquidator shall be charged

in his account with 10s. for every 1007., and a proportionate sum for any larger amount, retained in his hands beyond such period, for every seven days during which the same shall have been so retained, and the Judge may, for any such retention, disallow the salary or remuneration of such official liquidator.

37. All bills, notes, and other securities payable to the Company or to the official liquidator thereof shall, as soon as they shall come to the hands of such official liquidator, be deposited by him in the Bank of England for the purpose of being presented by the bank for acceptance and payment, or for payment only, as the case may be.

38. All orders for payment of calls, balances, or other moneys due from any contributory or other person, shall direct the same to be paid into the Bank of England, to the account of the official liquidator of the Company, unless, on account of the smallness of the amount or other cause, it shall, having regard to the amount of the security given by the official liquidator, be thought proper to direct payment thereof to the official liquidator. Provided that where any such order has been made directing payment of a specific sum into the Bank of England, in case it shall be thought proper for the purpose of enabling the official liquidator to issue execution or take other proceedings to enforce the payment thereof, or for any other reason, an order may, either before service of such former order, or after the time thereby fixed for payment, be made, without notice, for payment of the same sum to the official liquidator.

39. At the time of the service of any order for payment into the Bank of England, the official liquidator shall give to the party served a notice, to the purport or effect set forth in Form No. 40 in the 3rd Schedule hereto, for the purpose of informing him how the payment is to be made; and before the time fixed for such payment, the official liquidator shall furnish the cashier of the Bank of England with a certificate, to the purport or effect set forth in Form No 41 in the 3rd Schedule hereto, to be signed by such cashier, and delivered to the party paying in the money therein mentioned.

40. For the purpose of enforcing any order for payment of money into the Bank of England an affidavit of the official liquidator, to the purport or effect set forth in Form

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