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 II. The registration of companies

Collection:: Economics Books

CHAPTER II THE REGISTRATION OF COMPANIES THE Registrar of Companies exercises in the matter of registration functions not purely ministerial. He is entitled to exercise his discretion in refusing to register a company by a name so nearly resembling the name of an existing com- pany as to be calculated to deceive (s. 17, see Chapter III); he is entitled to refuse to register as a private company a company, the articles of which do not contain the provisions required by s. 26. He also assumes the right to refuse to register in other cases, e.g. if the articles of a private company contain provisions as to share-warrants. His duty is to determine whether an association applying for registration is authorised to be registered under the Act. If all of its objects were obviously illegal, he would be bound to refuse registra- tion; and if in such circumstances registration were obtained, the certificate could be cancelled [Bowman v. Secular Society 1917), A.C. at p. 349]. He cannot, however, hold a judicial enquiry on evidence, and he may be compelled by mandamus to register, if he improperly refuses registration [R. v. Registrar of Companies; ex p. Bowen (1914), 3 K.B. 1161]. It will be convenient to enumerate at once the essential Require- requirements for the registration of a new company, which ments. are as follows: I. A memorandum of association must be prepared which must contain the particulars required by law (s. 2). The memorandum must be stamped as if it were a deed, and must be subscribed by at least seven persons, except in the case of private companies (see Chapter XXII), when two will suffice, each of whom must sign in the presence of, and have his signature attested by, at least one witness (ss. I, 3). _. Each subscriber of the memorandum must take at least one share and write opposite to his name the number of shares he takes [s. 2 (4)].

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