322 SECRETARIAL PRACTICE
of the winding up of a registered British company, any land in
Queensland shall, subject to any valid mortgages subsisting there-
on, be applicable in the first instance in payment and discharge
of the debts of the company contracted within Queensland in
priority to all other debts.

The Foreign Companies Act, 1895, makes provision for regis-
tration in Queensland of foreign companies, that is to say, com-
panies incorporated according to the laws of a country other than
a part of His Majesty's Dominions: Such companies desiring
to be registered must forward a certificate of incorporation and
documents showing constitution,” in the same way as British
companies, to the Registrar, and pay the preseribed fees, which
are not to exceed the fees payable upon the registration of a
Queensland company. Foreign companies, when registered.
have the right to sue and be sued in the Queensland Courts.

SoUTH AUSTRALIA. The Acts relating to companies are the
Companies (Consolidation) Act, No. 557 of 1892, and six Amending
Acts, Nos. 576 of 1893, 914 of 1906, 1619 of 1924 (Companies
Mortgages, Charges and Debentures) Act, 1738 of 1926, 1754 of
1926 and 1853 of 1928. There is also the Life Assurance
Companies Act, 1882 (No. 277).

The principal Act follows very closely the English act of 1862,
the following differences being noteworthy: —

S. 9. Any five or more persons may form a company with
or without limited liability, or, if a mining
company, with no liability.

S. 39. The registered office is to be accessible to the public

for not less than four hours on at least two days
in each week. Secretary to be appointed and to
attend at the registered office at the times when
it is accessible to the public.
ning authorised by the Act to be done by
‘pecial resolution may be done notwithstanding
wnything to the contrary contained in the
nemorandum or articles.
Winding-up. These provisions do not apply
to a no-liability company. By s. 155, no call
can be made in a winding-up for the benefit of
vendors’ shares in order to place vendors’ shares
on an equality with shares which have been
paid for in cash.

3s. 196-210. Foreign Companies. A foreign company means
any joint stock company or corporation duly
incorporated for business purposes other than
a company incorporated in South Australia,
and includes any unincorporated joint stock
company which may sue or be sued or hold
property in a common name, and which does not
maintain its head office or principal place of

Ss. 99-188.