Secretarial practice

Bibliographic data

Monograph

Identifikator:: 1828236004

URN:: urn:nbn:de:zbw-retromon-249926

Document type:: Monograph

Title:: Secretarial practice

Edition:: fourth edition

Place of publication:: Cambridge

Publisher:: W. Heffer & Sons Ltd

Year of publication:: 1930

Scope:: viii, 987 Seiten

Digitisation:: 2022

Collection:: Economics Books

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Chapter

Document type:: Monograph

Structure type:: Chapter

Title:: Chapter XI. Notices

Collection:: Economics Books

NOTICES [25 the number of directors should not be more than seven nor less than three: held, that the business transacted was within the scope of the special business indicated in the notice [Betts & Co. v. Macnaghten (1910), I Ch, 430]. (5) The notice of a meeting to pass special resolutions, authorising directors to retain the remuneration they had received as directors of a subsidiary company, did not specify the amount of such remuneration, which was large; neither did an accompanying circular: held, that the resolutions were invalid [Baillie v. Oriental Telephone (1915), 1 Ch. 503]. The above cases illustrate two general principles which have been laid down with regard to notices, namely, (1) that the notice must fairly disclose the purpose for which the meeting is convened [Kaye v. Croydon Tramways Co. (1898), 1 Ch. 358; Tiessen v. Henderson (1889), 1 Ch. 861]; and (2) that at the same time it must not be construed with excessive strictness [see remarks of Selwyn, L.J., in Wright's Case 1868), reported in footnote 12 Eq. 334]. As regards the statutory meeting the body of the notice will be in the following, or some similar form: ‘Notice is hereby given that, pursuant to s. 113 of the Companies Act, 1929, the statutory meeting of the company will be he.d at House, Street, London, E.C., on day, the day of 19 at o'clock in the noon.’ As a rule, in convening general meetings for the transac- tion of special business, the notice should state the resolutions which it is proposed to bring before the meeting; and then, at the meeting, as indicated by the cases referred to above, any amendment relevant to the resolution may properly be moved and carried, provided it does not go beyond the scope of the notice. A number of forms of common resolutions will be found in Chapter XIV. Great care must be taken in framing a notice of a meeting at which it is proposed to pass either a special or an extraordinary resolution. In this connexion it is important to observe the precise words of s. 117 (1) and (2) where an extraordinary resolution and a special resolution are respectively defined. These two sub-sections run = follows: I. A resolution shall be an extraordinary resolution when Extra- it has been passed by a majority of not less than three- ordinary fourths of such members as, being entitled so to do, vote in Resolution. person or, where proxies are allowed, by nr, _t a general

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