rector, liquidator, or officer, has misapplied monies of the society, the court may compel him to repay it with interest, or otherwise to make compensation (h). Mutilation of, or making false entries or alterations in, any of the books or papers of the society, is a misdemeanor punishable by two years imprisonment (i); the court may direct the liquidators to institute a prosecution for any criminal offence committed by any past or present officer or member in relation to the society, and to pay the costs out of the assets of the society (k); if the society is being wound up voluntarily, the liquidators may so prosecute with the previous sanction of the court(). If any person wilfully gives false evidence in any matter relating to the winding up, he is liable, upon conviction, to the penalties of wilful perjury (m). Any person to whom any chose in action belonging to the society is assigned under the act, may bring or defend any action or suit relating to the same in his own name (n). Power is given to the Lord Chancellor, with the advice and consent of the Master of the Rolls and a Vice-Chancellor, to make rules concerning the (h) 25 & 26 Vict. c. 89, s. 165. (i) Sect. 166. (k) Sect. 167. (2) Sect. 168. mode of proceeding for winding up joint-stock companies (o), and, accordingly, very full general orders were issued in Michaelmas Term, 1862, which will be found in the Appendix. These rules were, by the Consolidated County Court Orders of 1867, adopted, as far as possible, to regulate the proceedings in the county courts. (0) 25 & 26 Vict. c. 89, s. 170. 1. THE name of this society shall be "The Name and Industrial and Provident Society, Limited," place of office "object, and of the society. registered the registered office of the society shall be at in the county of where all the books of Books, &c., account, securities, papers, and other documents of to be kept at the society shall be kept, other than those, if any, office. required for carrying on the business of the society at any branch establishment thereof; but the committee of management shall have power to change the situation of the registered office. The object of the society is to raise, by the voluntary subscriptions of the members, a fund for carrying on in common the trade or business of both wholesale and retail. sion of mem 2. Any person desiring to become a member of As to admisthe society may apply at any time to the secretary bers. at the registered office; he shall enter his christian and surnames, residence, and occupation, in a book to be kept for that purpose, and shall deposit per share on the number of shares he desires to take, as entrance money, but no such person shall be deemed to be a member of the society until he is approved of by the committee of management; if Members taking fresh shares. Meetings of the society, when and how held. so approved of his name shall be entered in the register of members, and a certificate, in the form given in the Schedule hereto, together with a copy of these rules, shall be given to him, and he shall be taken to have been a member from the date of his first application; but if not so approved of, his deposit shall be returned to him without interest, and he shall have no further claim against the society: the committee of management shall have full power to accept or reject any person as a member, at their discretion, without being answerable or accountable to the society or any other person for so doing. No member shall be allowed to increase the number of his shares without applying in the same manner as a new member. 3. The meetings of the members of the society shall be held quarterly, on the day in the months of February, May, August, and November, in every year, at the registered office of the society; the meeting to be held in the month of February shall be deemed to be the general annual meeting of the society (a). At least members of the society entitled to vote, shall be necessary to constitute a meeting; if that number be not present within thirty minutes of the time of meeting, the meeting shall, if it be the ordinary general meeting of the society, or a special general meeting called by the committee of management, stand adjourned for seven days; but if it be called in pursuance of a requisition signed by the members, it shall be absolutely dissolved. Any general meeting may from time to time adjourn for any period not exceeding days; and after the chair has been taken at any general meeting no quorum shall be necessary. Each meeting shall choose a chairman, who, if at any meeting the votes are equal, shall have the casting vote. All questions shall be decided in the (a) These months are chosen to agree with Rule 16, infra. members. first instance by a show of hands, unless seven members present at the meeting demand a ballot, in which case the question at issue shall be determined by ballot, but no proxies shall be admissible. Each member shall have one vote for every share Votes of up to ten; he shall have an additional vote for every five shares beyond the first ten shares up to fifty, and an additional vote for every ten shares beyond the first fifty shares; but no member shall be entitled to vote at all, unless all subscriptions due from such member up to the date of the meeting have been paid. account and before meet 4. At every quarterly meeting of the society a Statement of general statement, signed by of the com- balance-sheet mittee of management and the secretary, showing to be laid the transactions of the society during the past ing. quarter, its present condition, and the state of its affairs generally, and the auditors' report and balance-sheet, shall be read to the members present; and the books and accounts and statement of account, audited and approved by the auditors, shall be produced for the inspection of the members; and such other business shall be transacted as may be deemed proper and expedient. committee of ings. 5. The committee of management may at any Power of time, at their own discretion, call a special general management meeting, and six clear days' notice in writing shall to call meetbe sent to the address of each member, stating the time, place, and object thereof, and at such meeting no other business shall be transacted than that specified in the notice convening it. Meeting to be convened on requisition 6. Any members entitled to vote may, by requisition in writing, under their hands, to be sent to the secretary, and to contain the object of of members. such meeting, require a special general meeting of the members of the society to be convened; and upon receipt of such requisition, the secretary shall, within two days, summon all the members by six |