Secretarial practice

Bibliographic data

Monograph

Identifikator:: 1828236004

URN:: urn:nbn:de:zbw-retromon-249926

Document type:: Monograph

Title:: Secretarial practice

Edition:: fourth edition

Place of publication:: Cambridge

Publisher:: W. Heffer & Sons Ltd

Year of publication:: 1930

Scope:: viii, 987 Seiten

Digitisation:: 2022

Collection:: Economics Books

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Chapter

Document type:: Monograph

Structure type:: Chapter

Title:: Chapter IX. Other matters relating to shares

Collection:: Economics Books

J SECRETARIAL PRACTICE (0) Under the Act of 1908 there was no limit to the rate of commission; but now the commission must not exceed ten per cent. of the price at which the shares are issued or the amount or rate authorised by the articles, whichever is the less. The amount or rate must be disclosed in the pros- spectus. The number of shares which persons have agreed for a commission to subscribe absolutely must be disclosed in the prospectus. This requirement is new, and presumably includes ‘firm’ underwriting. ¢) (4) (11) Where there is no public issue. (2) The payment must be authorised by the articles. (6) The commission must not exceed the amount or rate above mentioned. (c) The amount or rate must be disclosed (1) in the state- ment in lieu of prospectus, or (2) in a statement in the prescribed form, signed in like manner as a statement in lieu of prospectus, and delivered before payment of the commission to the Registrar of companies for registration. The amount or rate must be disclosed in any circular or notice, not being a prospectus inviting sub- scriptions. The number of shares which persons have agreed for a commission to subscribe absolutely must be disclosed in the manner specified in (¢) and (4). It would seem that on a first issue, or on an issue made on the conversion of a private company into a public company, the disclosure must be made in the statement in lieu of pros- pectus, and on subsequent issues and in the case of a private company it must be made in the statement in the prescribed form. Unless the statement in the prescribed form has been duly filed before the shares are allotted, the commission cannot be recovered from the company [Andreae v. Zinc Mines of Great Britain (1918), 2 K.B. 454]. S. 43 also applies to private companies [Dominion of Canada General Trading v. Brigstocke (1911), 2 K.B. 648]. ‘Prescribed’ means prescribed by the Board of Trade (s. 380). 2. By Vendors or Promoters.—Vendors or promoters, who wish to pay underwriting commissions out of money or shares received from a company, must comply with the conditions

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