108

SECRETARIAL PRACTICE
similar provision in the articles of association of a registered
company would be effective seems doubtful.
3. Transfers.—A transfer of shares held by an infant
cannot effectually be made except under an order of Court.
The company should, therefore, refuse to accept a transfer
made by a shareholder known to be an infant. If it does
accept such a transfer it may perhaps be made liable to him on
attaining his majority for any loss sustained by him by reason
of the transfer. If such an order is made it will authorise some
named person to transfer on behalf of the infant. But if a
company does allow an infant to transfer to an adult and
registers the transferee it cannot afterwards raise any question
as to the voidability or otherwise of that transfer (Gooch’s
Case, L.R. 8 Ch. 266).
4. Calls—An infant is liable to pay calls upon partly paid
shares held by him unless and until he repudiates his shares.
Taking shares is not merely a contract, but the purchase of an
interest to which statutory obligations are attached (North-
Western Raslway Co. v. McMichael, 5 Exch. 114). This being
so, it seems that the Infants’ Relief Act, 1874, does not
affect the matter (Simpson on Infants, 4th ed., p. 37).

The views set forth may be summarised as follows: —

I. An infant may be a holder of shares or stock in a com-
pany.

2. He cannot compel a company to register him as a holder
of partly paid shares nor (probably) as a holder of fully paid
shares or stock.

3. A company upon discovering that a transferee of shares
who has been registered as a member is an infant, may apply
to have the name of the transferor registered in his stead unless
precluded from doing so by laches.
4. If a company registers an infant knowing him to be
such it cannot afterwards repudiate him.

5. An infant can vote by his guardian at a general meeting
of the company if the company is governed by the Companies
Clauses Act, 1845, or if there is express provision for that
purpose in the articles of association of a registered company.
He cannot vote personally if the company is governed by
the Companies Clauses Act, 1845, but if it is incorporated
under the Companies Acts, he can vote personally in
the absence of any prohibition express or implied in the
articles.