vOo2

SECRETARIAL PRACTICE
(2) the number of shares held by each of the present
members at the date of the return (z.e. on the fourteenth
day mentioned above);
particulars of shares transferred since the date of
the last return (or in the case of the first return since
the incorporation of the company) by (a) present
members, and (b) the past members referred to above;

(4) the dates of registration of all such transfers.

If the names are not arranged in alphabetical order an
index must be annexed.

If the company has converted any shares into stock, and
given notice of such conversion to the Registrar, the list
must state the amount of stock held by each existing member
instead of the amount of shares and the particulars relating
to shares required by the section. The wording of the
proviso might suggest that particulars of transfers of stock
are not required; but the form set forth in the sixth schedule
read with the notes thereto indicates that particulars of
transfers of stock must be given.

The above provision only becomes operative if notice of
the conversion has been given to the Registrar. Under
s. 5I, omission to give notice to the Registrar exposes the
company and its officers to penalties, but does not invalidate
the resolution. It is therefore difficult to see what is to be
done if shares are converted into stock but for some reason,
e.g. inadvertence, notice of such conversion is not given to
the Registrar.

The annual return must be completed within twenty-eight
days after the first or only general meeting of the year, and
should therefore, in the case of large companies, be put in
hand as early as possible, as a copy of it, signed by a director
or the manager or secretary, must be forwarded to the
Registrar forthwith.

The work of preparing the return is very much reduced
by an addressing machine which is now in general use in
company offices of any size. The Registrar will accept an
annual return made up by an addressing machine even though
the order of the christian names and surnames is reversed
from that given in the sixth schedule to the Act. The loose-
leaf register is also very useful in preparing a lengthy return.

The return must state the address of the registered office
and must contain a summary, which, besides distinguishing
between shares issued for cash and shares issued as fully
or partly paid up otherwise than in cash, must specify a
number of particulars, which may readily be ascertained