Secretarial practice

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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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Document type:: Monograph

Structure type:: Chapter

Title:: Chapter XII. Meeting of shareholders

Collection:: Economics Books

30 SECRETARIAL PRACTICE Statutory Report. business on October 10, need not necessarily hold its statu- tory meeting until January 10, 1930; and if it is held then, or on any preceding day in January, 1930, it would not be necessary, in order to comply with s. 113, to hold the next general meeting until the year 1931, care being taken of course that it is held not later than fifteen months after the statutory meeting. This seems to be clear from the judgment of Lush, J., in Gibson v. Barton. The statutory meeting appears, however, not to be an ordinary general meeting and accord- ingly in order to comply with s. 108 as to the annual return ‘see above), it would appear impracticable to treat the statutory meeting as an ordinary meeting. There would be no objection, however, to holding the ordinary meeting on the same day as the statutory meeting. Seven days at least before the day on which the statutory meeting is held the statutory report must be sent by the directors to every member of the company. The statements which the statutory report must contain are set out in s. 113 (3) of the Act. As regards the verification of the report, it must (a) be certi- fied by not less than two directors of the company or, where there are less than two directors, by the sole director and manager [s. 113 (3)]; and (b) so far as it relates to the shares allotted by the company, and to the cash received in respect of such shares, and to the receipts and payments of the company on capital account, be certified as correct by the auditors (if any), of the company [s. 113 (4)]. Immediately after the report is despached to the members, a copy, certified as above, must be delivered to the Registrar for registration [113 (5)]. At the commencement of the meeting a list must be pro- duced, showing the names, descriptions, and addresses of the members, with their respective holdings, and this must remain open and accessible to any member during the meeting [s. 113 (6)]. As regards the business at the statutory meeting, the members may discuss any matter relating to the formation of the company, or arising out of the statutory report, whether previous notice has been given or not. No resolution, how- ever, may be passed, unless notice has been given in accord- ance with the articles [s. 113 (7)]; and if a resolution is sub- mitted it is thought that only those members entitled to vote under the articles can vote on the resolution. As regards adjournments, the Act provides that ‘the meeting may adjourn from time to time.” This appears to introduce a modification of the usual practice, for, generally

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