Full text: Secretarial practice

30 SECRETARIAL PRACTICE 
Statutory 
Report. 
business on October 10, need not necessarily hold its statu- 
tory meeting until January 10, 1930; and if it is held then, 
or on any preceding day in January, 1930, it would not be 
necessary, in order to comply with s. 113, to hold the next 
general meeting until the year 1931, care being taken of course 
that it is held not later than fifteen months after the statutory 
meeting. This seems to be clear from the judgment of Lush, 
J., in Gibson v. Barton. The statutory meeting appears, 
however, not to be an ordinary general meeting and accord- 
ingly in order to comply with s. 108 as to the annual return 
‘see above), it would appear impracticable to treat the 
statutory meeting as an ordinary meeting. There would be 
no objection, however, to holding the ordinary meeting on the 
same day as the statutory meeting. 
Seven days at least before the day on which the statutory 
meeting is held the statutory report must be sent by the 
directors to every member of the company. 
The statements which the statutory report must contain 
are set out in s. 113 (3) of the Act. 
As regards the verification of the report, it must (a) be certi- 
fied by not less than two directors of the company or, where 
there are less than two directors, by the sole director and 
manager [s. 113 (3)]; and (b) so far as it relates to the shares 
allotted by the company, and to the cash received in respect 
of such shares, and to the receipts and payments of the 
company on capital account, be certified as correct by the 
auditors (if any), of the company [s. 113 (4)]. 
Immediately after the report is despached to the members, 
a copy, certified as above, must be delivered to the Registrar 
for registration [113 (5)]. 
At the commencement of the meeting a list must be pro- 
duced, showing the names, descriptions, and addresses of the 
members, with their respective holdings, and this must 
remain open and accessible to any member during the meeting 
[s. 113 (6)]. 
As regards the business at the statutory meeting, the 
members may discuss any matter relating to the formation 
of the company, or arising out of the statutory report, whether 
previous notice has been given or not. No resolution, how- 
ever, may be passed, unless notice has been given in accord- 
ance with the articles [s. 113 (7)]; and if a resolution is sub- 
mitted it is thought that only those members entitled to vote 
under the articles can vote on the resolution. 
As regards adjournments, the Act provides that ‘the 
meeting may adjourn from time to time.” This appears to 
introduce a modification of the usual practice, for, generally
	        
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