PREFACE. JOINT STOCK COMPANIES, it has been often said, are the creatures of the Statutes to which they owe their existence. Since, therefore, no treatise upon the law relating to these corporations can be complete which does not contain, unmutilated, the Acts under which they are incorporated, it has appeared to me that a work, following the arrangement adopted by the Legislature, and presenting the Law of Joint Stock Companies in the form of notes to the several sections of the Statutes, may compass at one time the double object of supplying both a treatise on the Law, and a handbook to the Acts, Orders, and Practice. It is with this object in view that the following work has been written. Under each section the endeavour has been to collect, not so much such cases only as are explanatory of the section itself, as all such decisions as bear upon, or are connected with, the subject matter treated of by the section. By this means it is hoped that the Law may be presented in a form no less practically useful than if an arrangement of the subject other than that adopted by the Legislature had been chosen at the writer's discretion. At the same time a needless repetition of the matter of the Statutes is avoided, and the value of the work as a handbook to the Acts unimpaired. Of the two parts into which the book is divided, the first contains the Companies Acts, 1862 and 1867, the Joint Stock Companies Arrangement Act, 1870, and the General Orders made under those Acts; while in the second are collected Statutes relating to particular classes of Joint Stock Companies, passed since the consolidating Act of 1862, and, in particular, the Life Assurance Companies Acts of the last three sessions. The cross-references which have been freely inserted throughout the work, and which are placed at the foot of each section, will, it is hoped, be found of considerable value in a lengthy series of Statutes of this nature. The cases have been brought down to the end of the Long Vacation, 1872, and the important decisions of Lord Cairns in the Albert Life Assurance Company Arbitration, as reported in the Solicitors' Journal, have been shortly noted under the heads to which they are to be referred. With the few decisions as yet pronounced in the European Arbitration it has been impossible to deal satisfactorily, but some important remarks by Lord Westbury on the subject of Novation will be found appended to the note on that subject. While every care has been taken to render the work as perfect as possible, the Author cannot hope that his unaided efforts can have escaped faults either of inaccuracy or incompleteness; in submitting his work to the Profession, he would crave their lenient though candid criticism. 3 NEW SQUARE, LINCOLN'S INN. December 1872. H. BURTON BUCKLEY. CONTENTS. 3. Definition of insurance company 4. Prohibition of partnerships exceeding certain number 7. Mode of limiting liability of members 8. Memorandum of association of a company limited by shares 9. Memorandum of association of a company limited by guarantee 10. Memorandum of association of an unlimited company 11. Stamp, signature, and effect of memorandum of association Effect of certificate of incorporation Whether conclusive that company is one capable of being registered Business may be commenced before capital fully subscribed 19. Copies of memorandum and articles to be given to members |