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

SECRETARIAL PRACTICE Signatories. 8. The prescribed fees must be paid to the Registrar of Companies (s. 313 and Tenth Schedule). These are set out in Appendix A. Asregards theabove requirements, the particulars required by law to be contained in the memorandum of a company limited by shares will be found in Chapter III. The deed stamp which the memorandum and the articles are required to bear is in each case an impressed stamp of 10s. (see Appendix A). The names, addresses, and descriptions of the subscribers, or signatories, and of the witnesses to their signatures, must be fully and clearly set out. Women, whether married or single, may be subscribers. Foreigners may sign, even though they be resident abroad [Princess of Reuss v. Bos (1871), L.R. 5 H.L. 176], and a subscriber may sign by an agent [re Whitley Partners Ltd. (1886), 32 Ch. D. 337], though the Registrar may require evidence of the latter’s authority to do so. A corporate body, whether British or foreign, may be a subscriber and sign by its authorised representative [Whitley Partners Lid., 32 Ch. D. 337]; But for the purpose of forming the minimum number of subscribers the signature must be that of the authorised representative. A signatory induced to sign by the misrepresentation of a promoter has ro right to rescission against the company, seeing that the company did not then exist [Metal Con- stituents, Lord Lurgan’s Case (1902), 1 Ch. 707]. Since the repeal of the Companies Act, 1867, s. 25, it would appear that the subscribers’ shares need not necessarily be paid for in cash; for the general liability of a shareholder is to pay for his shares in money, or, with the company’s consent, in money’s worth [Baglan Hall Colliery Co. (1870), 5 Ch. App. 346]. No limit is imposed by the Act to the number of sharesin a company which may be held by a single member, and nothing in the Act requires that the subscribers to the memorandum shall take a substantial interest in the undertaking; a company may therefore consist of one person holding all the shares except six, which may be held for him by his nominees ‘Salomon v. Salomon & Co. (1897), A.C. 22]. It follows that in the case of a private company (see Chapter XXII), all the shares except one may be held by one person, and that the one share may be held by his nominee. No formal allotment of shares to a signatory is necessary [London & Provincial Coal Co. (1877), 5 Ch. D. 525].

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