272 SECRETARIAL PRACTICE

latter, if not a trust corporation, cannot be appointed as
attorney; the instrument must be filed at the Central Office;
and it is only operative during the donor’s absence and is
revoked by his return. The third party, however, is not
affected by the latter restriction if he has no notice that the
donor never left the country or has returned, and he may
accept as conclusive a statutory declaration by the attorney
that the power is in force; and companies are further protected
by sub-section (10) which provides that ‘the fact that it
appears from any power of attorney given under this section,
or from any evidence required for the purposes of any such
power of attorney or otherwise, that in dealing with any
stock the donee of the power is acting in the execution of a
trust shall not be deemed for any purpose to affect any person
in whose books the stock is inscribed or registered with any
notice of the trust.” (‘Stock’ includes fully paid shares, s. 68).
(d) Executors Ihe expression ‘trustee’ in the Trustee Act, 1925, also
and Admin- includes a personal representative (s. 68 (17) ); but an executor
istrators. or administrator, like a trustee, can delegate purely ministerial
powers, including power to collect debts due to the deceased
[Vane v. Rigden (1870) L.R. 5 Ch. App. 663].
(¢) Com- The Companies Act 1929 confers the following powers of
panies. delegation: —

(i) A company may, by writing under its common seal,

empower any person, either generally or in respect
of any specified matters, as its attorney, to execute
deeds on its behalf in any place not situate in the
United Kingdom; and every deed signed by such
attorney on behalf of the company, and under his
seal, shall bind the company, and have the same
effect as if it were under its common seal (s. 31).
A company whose objects require or comprise the
transaction of business in foreign countries may, if
authorized by its articles, have for use in any territory,
district, or place not situate in the United Kingdom,
an official seal, and may by writing under its common
seal, delegate power to affix such official seal to any
deed or document to which the company is a party in
that locality (s. 32).

(iii) A corporation (whether a company within the
meaning of the Act or not) if it is a member or creditor
(including a debenture holder) of a company within
the meaning of the Act, may by resolution of its
directors or other governing body authorize any
person to act as its representative at any meetings

(i1)