Closing
Register,

Rectification,

100

SECRETARIAL PRACTICE
hours for inspection may be restricted by the company
in general meeting, provided that not less than two hours
daily be allowed [s. 98 (1)]. Any person, whether a member
or not, may require a copy of the register, or of any part of it,
on payment of a sum not exceeding sixpence for every hundred
words or part of a hundred words required to be copied
[s. 98 (2)]; but he is not entitled to take copies himself without
payment [Balaghdt Gold Mining Co. (1901), 2 K.B. 665]. The
company must comply with any request under s. 98 within
ten days from the day on which the request is received by the
company, and in the event of default the company and its
officers are liable to penalties and the Court may order im-
mediate inspection. The right to inspect and require copies
ceases when the company is in liquidation. It may be
observed that in the case of statutory companies (see Chapter
XXIII), there is a right to take copies of all material parts of
the register [Mutter v. Eastern and Midlands Railway (1888),
38 Ch: D. 92].

The register may be closed for a period or periods not ex-
ceeding in all thirty days in each year, but before so closing
it the company must give notice by advertisement in some
newspaper circulating in the district in which the registered
office is situate (s. 99). A form of directors’ resolution to
close the books will be found in Chapter XIV.

The Court has power to rectify the register in any case
where a name is improperly entered in or omitted from the
register, or where there is default or unnecessary delay in
entering on the register the fact of a person having ceased
to be a member. The person aggrieved, or any member of the
company, or the company itself, may apply to the Court
for rectification [s. 100 (1)], and if the application is granted
the Court may award damages to any party aggrieved [s. 100
(2)]. Where an order is made by the Court under this section
the secretary’s duty is to strike out the entry ordered to be
struck out by drawing a line through it, or to make the entry
ordered to be made, as the case may be. He should add
some such words as ‘This entry was deleted (or made) pursuant
to order of the Court, dated the day of 19
An entry which has to be struck out should not be erased.
An unauthorised alteration of the register by the secretary is a
nullity [Indo-China Steam Navigation Co. (1917), 2 Ch. 100],
since the power of rectification lies solely with the Court.

The register of members is primd facie evidence of any
matters directed or authorised by the Act to be inserted in it
(s. 102), but the presumption thus raised may be displaced
by evidence of the incorrectness of the entry.