Full text: Secretarial practice

DIRECTORS 
£40 
officer of the company; but if a person gives the directors 
advice in a professional capacity and they act on that advice, 
he will not thereby be deemed to be a director [s. 380 (2)]. 
The particulars with respect to each director required to be 
inserted in this register are ‘ (a) in the case of an individual his 
present Christian name and surname, any former Christian 
name or surname, his usual residential address, his nationality, 
and if that nationality is not the nationality of origin, his 
nationality of origin, and his business occupation, if any, or 
if he has no business occupation, but holds any other director- 
ship or directorships, particulars of that directorship or of 
some one of those directorships; and (b) in the case of a 
corporation, its corporate name and registered or principal 
office.’ 
The company must within fourteen days from the appoint- 
ment of the first directors send to the Registrar a return in the 
form prescribed by the Board of Trade containing the above 
particulars and must within fourteen days of any change 
among the directors or in any of the particulars send to the 
Registrar a notification in the form prescribed by the Board of 
Trade of such change [s. 144 (2)]. As to the prescribed form, 
see Companies (Forms) Order, 1929. A statutory right of 
inspecting the register of directors is given to the members 
without charge and to any other person on payment of one 
shilling [s. 144 (3)]. 
In this connection it must be remembered that, unless 
exempted by order of the Board of Trade, companies registered 
after November 22nd, 1916, foreign companies establishing 
a place of business in the United Kingdom after that date 
and every company licensed under the Moneylenders Act, 1927, 
are required to publish in trade catalogues, trade circulars, 
show cards and business letters, on or in which the company’s 
name appears, and which are issued or sent to any part 
of His Majesty’s dominions, the present Christian names 
(or initials) and surnames, any former Christian names and 
surnames, the nationality if not British, and, if the nationality 
is not the nationality of origin, the nationality of origin, of 
all directors (s. 145). Initials of existing Christian names are 
sufficient, but former Christian names must be set out in full. 
The business of a company is usually transacted by the 
directors at board meetings, and, unless the articles provide 
otherwise, the directors must act together as a board, and 
cannot act without meeting [D'Arcy v. Tamar Ry. (1867), 
L.R. 2 Ex. 158; Haycraft Gold Reduction Co. (1900), 2 Ch. 230]. 
[t is therefore now quite usual for the articles of association 
to provide that a resolution in writing signed by all the 
Board 
Meetings.
	        
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