STATUTORY COMPANIES 299
borrowed largely from the law already existing and applicable
to statutory companies, yet in many other cases the diver-
gence is equally strongly marked (see e.g. s. 18 of the Act of
1845, as to transmission, referred to on pp. 302, 303). For this
reason very great care is necessary in seeking to apply to
statutory companies decisions of the Courts given in regard
to companies under the Companies Acts. They may or may
not be applicable, according as the wording of one section, or
of an article, sufficiently resembles or materially differs
from the wording of another section. Very many of the
decisions are in point and of value; others are irrelevant and
useless, and misleading to the secretary of a statutory
company.

In considering in any particular case the provisions of the
Companies Clauses Acts, the special Act must always be
consulted, as the application of some of the clauses in the
general Acts is often excluded or limited.

In regard to the holding of general meetings, only such
business shall be transacted at an ordinary meeting as the
1845 Act or the Company’s Special Act appoints, unless
special notice has been given in the advertisement con-
vening it. Every general meeting of shareholders, other
than an ordinary meeting, is an extraordinary meeting
(s. 68 of the 1845 Act). Fourteen clear days’ notice must
be given of all meetings, and the quorum is, if not prescribed,
an aggregate holding of not less than one-twentieth of the
capital, and being in number not less than twenty members or
one member for every £500 of such required proportion of
capital, whichever be the smaller figure [s. 72]. When the
shareholder is a body corporate a voting proxy may be any
member of the body, though not personally a shareholder in
the company [s. 2 of the Companies Clauses Consolidation
Act, 1888 as amended by the Companies Clauses Consolidation
Act, 1889].

It would appear that in the case of a statutory company, Proxies.
having regard to para. 62 of the standing orders of Parliament,
all blanks in the form of proxy for use at general meetings, or
at any rate the name of the proxy, must be inserted by the
shareholder, and that neither the company nor its secretary
has implied authority to fill in any blanks.

Statutory companies are not required to use the word
Limited’ as part of their name, nor are they registered.

A point of considerable interest to the secretary of a
statutory company is that unless otherwise provided in the
special Act, his remuneration is fixed by a general meeting
of the company [s. g1 of the Act of 1845).

General
Meetings.