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 XX. Winding up

Collection:: Economics Books

WINDING UP he knows the precise financial position of the company, al- though he will generally not proceed actually to make calls until he knows approximately how much is required to be called up. It may in some cases be obvious at the outset that every farthing of unpaid capital will be wanted, and in these cases the work of settling the list of contributories and making calls can be taken in hand at once. S. 248 gives the liquidator in voluntary winding up the same powers as the Court in the matter, and provides that ‘any list so settled shall be primd facie evidence of the liability of the persons named therein to be contributories.’ A contributory is defined by s. 158 of the Act as a person liable to contribute to the assets of a company in the event of its being wound up. The term also includes any person alleged to be a contributory before his liability as such is finally determined. It has been held that the very wide words ‘person liable to contribute to the assets of a company, %c.,” do not include debtors to the company, but only past and present members who are liable to contribute. On the other hand, the word ‘contributory’ includes a fully paid shareholder, although he cannot be placed on the list of contributories against his will. And it may be stated that the term ‘con- tributory’ is used in winding up, broadly but inaccurately, as being synonymous with shareholder. There are two lists of contributories, commonly called the A List’ and ‘B List.” The ‘A’ list contains the names of existing members of the company who are liable to contribute, and the ‘B’ list the names of such past members as are liable to contribute. The liabilities of both classes are regulated by 5. 157 of the Act, the effect of which may be summarised as follows: Existing members are primarily liable to contri- bute to the extent of the amount unpaid on their shares, or it the company is limited by guarantee, to the extent of their guarantee; if the amount is insufficient, then, and only then, are past members liable to contribute, but subject to the restrictions that a member who has ceased to be a member for a year or more before the commencement of the winding up cannot be made liable, that no past member is liable to contribute in respect of debts incurred after he ceased to be a member, and that his liability is limited to the amount un- paid on the shares he held. It often happens that it is unnecessary to settle the ‘B’ list at all. The liquidator is not bound by Rules 78 to 83, since they apply only to compulsory winding up, but in practice he will generally follow the pro- cedure there indicated. His ‘A’ list will be in two parts, the first part containing contributories in their own right. i.e.

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