MEETINGS-continued.

of company-continued.

general, holding of, 280, 289, 300.

extraordinary, power of directors to summon, 280, 290.
notice of, 280, 290, 300.

need not be served on member abroad, 112.
proceedings at, 280, 290, 300.

evidence of, 117.

provision where no regulations as to, 112.
definition of special business at, 280, 290.
quorum of members at, 280, 290, 300.
of creditors and contributories

holding of in winding-up, 155, 206.

general order as to, 346, and see FORMS.

of creditors, power of Court to order, to decide as to compromise, 326.
of company in voluntary liquidation

power of liquidators to call, 199.

liquidators to call

who have agreed to become, within Comp. Act, 1862, sect. 23, 31.
bearer of share warrant may be, if regulations so provide, 319.
annual list of, 51.

penalty for not forwarding to registrar, 52.

liability of present and past, 88: See LIABILITY. CONTRIBUTORY.
member de facto cannot escape, 48.

limit of interest of, in industrial and provident societies, 412, 419.

list of, to be kept by life assurance companies, 441.

notice of increase of number of, where capital not divided into shares, 58.

persons improperly registered as, are entitled to order of Court to remove name, 63.
register of, 50: See REGISTER.

to be evidence, 88.

is not conclusive, 29.

requisition by, to hold extraordinary general meeting, 280, 290, 300.

service of notices on, 285, 292, 305, 351.

when abroad, 112.

votes of, 281, 291, 301.

less than seven,

ground for winding-up order, 129, 133.
prohibition against business when, 109.

of industrial and provident society

power of, to nominate persons into whose name their interest may be
transferred at their death, 414, 423.

See also SHAREHOLDER. CONTRIBUTORY.

MEMORANDUM OF ASSOCIATION, 3.

whether material, 17, 18, 21, 22.

material where directors have discretion in accepting proposed transferee, 16, 21.
MISREPRESENTATION

of agent imputable to company, 65.

of company, does not affect contract to purchase shares from a third party, 79.
in prospectus, 64.

NOTICE continued.

authentication of, by company, 116.

forms of: See FORMS.

of consolidation, and re-division of capital, 52.

of conversion of capital into stock, 52.

to company, to be sent to registered office, 103, 115.

to director whose liability is to be unlimited, 308.

of dividend declared, 283, 303.

of general meetings need not be served on members abroad, 112.

of increase of capital and of members, 58.

to policy-holders under Life Assurance Companies Act, 1870, 445
of rectification of register, 88.

of intention to propose a resolution should be clear, 111.

of proposing resolution to wind up voluntarily, 192.

of resolution passed to wind up voluntarily, 194.

of situation of registered office, 103.

service of,

on members by the company, 285, 292, 305.

on contributories and creditors, 351.

on company, 103, 115.

when sent by letter, 116.

NOVATION OF CONTRACT, 223–235.

must be tripartite, 224.

in amalgamation of joint stock companies, general considerations as to, 223, 233.
what will effect, 224, 233.

by receipt

of payments of annuity, 224, 226.

of interest on a deposit or debt, 225.

by payment of premiums and taking receipts, 226, 230, 234, 462.
by claim made on new company, 226, 231.

by acceptance of bonus, 228, 231.

by taking indorsement on policy, 228, 232.

by policy-holder who is also shareholder, 228, 232.

in case of a policy in settlement, 231.

by policy-holders, provision of Life Ass. Comp. Act, 1872, as to, 462.

NUMBERS OF SHARES, 15, 261.

omitted in transfer, 28.

to be inserted in contracts for sale of bank shares, 430.

OFFICE OF COMPANY,

registered: See REGISTERED Office.

OFFICERS OF COMPANY,

salary due to, at date of winding-up, 214.

deprived of their post by winding-up, proof by, 215.

power of Court to assess damages against, 244.

OFFICIAL LIQUIDATORS, 157–167.

provisional: See PROVISIONAL LIQUIDATOR.

accounts to be kept by, 335, 336.

admissions by, inadmissible, 166.

affidavit of, as to debts and claims, 338, and see FORMS.
appeal by, 188.

application for rectification of register by, 63.

appointment of, 157, 334.

at hearing of the petition, 158, 334.

advertisement respecting, 334.

advertisement of appointment made, 335.

who should be appointed, 158.

whether, will be varied by Court of Appeal, 158.

rules adopted by the Judges as to, 159.

in case of amalgamated companies, 160.

in case of subsidiary life assurance company, 459.

where voluntary winding up superseded by compulsory order, 160.

OFFICIAL LIQUIDATORS—continued,
appointment of-continued.

where supervision order is superseded by a compulsory order, 209.
filling vacancies in office of, 161, 200, 207, 336.

appointment of solicitor to, 167, 353.

discovery from, 163.

endorsement of bills by, 166.

loans by, of moneys in hand, are most improper, 164.
power of Court to require delivery of property to, 169.

powers of, 164.

to accept shares, &c., as consideration for sale of property of company, 238,

239.

to wind up company: See WINDING-UP ORDER.

made in winding-up, appeal from, and re-hearing of, 186.

made upon contributory, to be conclusive evidence of monies due, 174.
drawing-up of, 347.

enforcement of, 184.

made by one Court, enforcement of, by another Court, 186.
made in England to be enforced in Ireland and Scotland, 185.
confirming reduction of capital, 310.

registration of, 313, and see FORMS.

PAID-UP SHAREHOLDER

is a contributory, 122.

can present winding-up petition, 140.

will not be put on list of contributories against his will, 122.

will not be put on list to be brought within Comp. Act, 1862, sect. 101..172.
adjustment of rights in favour of, 176.

PARTIES,

attendance and appearance of, in winding-up, 350.

PARTNERSHIPS,

illegal, 4.

exceeding certain number, prohibition of, 2.

banking, of not more than ten persons, 297.

PAST MEMBER,

liability of, as contributory, 88: See LIABILITY. CONTRIBUTORY.

PAYMENT

for shares in money's worth, 30, 51, 317.

in shares for goods supplied, 43.

for shares, company wound up before due, 44.

PAUPER,

liability of jobber passing name of, as transferee of shares, 86.
transfer to See TRANSFER TO ESCAPE LIABILITY.

PENALTY

on certain companies not registering, 274.

for not holding meeting within four months after registration, 322.

for not having registered office, 103.

for not sending copy of articles, &c., to member, 13.

PENALTY continued.

for non-registration of special resolution, 113.

for not annexing copy of special resolution to articles, or forwarding copy to
Registrar or member, 113.

for concealment of name of creditor in reduction of capital, 314.

for falsification of books, 246.

for refusing to produce books to inspectors, 114.

for refusing inspection or copy of register of members, 58.

for not keeping, or refusing inspection of register of mortgages, 105.

for not keeping proper register of members, 51.

for not making and forwarding proper list of members, 52.

for not keeping register of directors, 107.

for not giving notice to director whose liability is to be unlimited, 309.

for not giving notice of increase of capital and members, 58.

for perjury, 247.

on persons forging share warrants or coupons, 320.

on persons falsely personating owner of shares, 320.

on persons engraving plates for share warrants or coupons, 320.

for non-publication of name

by limited company, 104.

by industrial and provident societies, 413.

for non-publication of statement by certain companies, 107.

for not reporting dissolution of company, 178.

on voluntary liquidators not sending return to Registrar at conclusion of winding-
up, 201.

on industrial and provident society

in default in having registered office, 413.

not sending returns, &c., 424, 425.

for non-compliance with Life Assurance Companies Act, 1870..443.

for falsifying statements required by Life Assurance Companies Act, 1870..444.
recovery of, 116.

under Industrial and Provident Societies Acts, 418, 424.

under Life Assurance Comp. Act, 1870, 444.

application of, 117.

PERJURY,

penalty of, 247.