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 XXII. Private companies

Collection:: Economics Books

290 SECRETARIAL PRACTICE Privileges. As to persons who are in the employment of the company, the ordinary subordinates, e.g. clerks and workmen of all kinds, are clearly included, and it is equally clear that directors are not. As regards managing directors, it has been held that a managing director is not a clerk or servant within the meaning of s. I (I) of the Preferential Payments in Bank- ruptcy Act, 1888, now s. 264 of the Act of 1929 [Newspaper Proprietary Syndicate (1900), 2 Ch. 349]; but a secretary may be, although, if he does not give his whole time to the service of the company, but pays a clerk to do the bulk of his work, he is not [Cairney v. Back (1906), 2 K.B. 746]. And it has been held that neither directors nor managing directors are ‘persons in the employment of the company’ within the meaning of a clause in the memorandum empowering the company to provide for the welfare of such persons by granting them money or pensions [Normandy v. Ind, Coope & Co. (1908), 1 Ch. 84]. The provision prohibiting public issues, whether of shares or debentures, presents no difficulty. As to public issues. see p- 44- The privileges to which private companies are entitled under the Act are as follows: (1) They may register with a minimum of two members s. 1]. This also involves the right to trade with a minimum of two members. By s. 28 of the Act, if the number of members of a private company is reduced below two, or the numbers of members of any other company below seven, and it carries on business for more than six months while the number is so reduced, every person who is a member of the company during the time that it so carries on business after those six months, and is cognisant of the fact that it is so carrying on business, is severally liable for the payment of the whole debts of the company contracted during that time, and may be sued for the same. This leads to the curious result, in the case of a private company, that an individual may in effect carry on business for six. months with limited liability, although after that time his liability becomes anlimited. (2) They are not required to include in the annual return the copy of the last balance sheet, auditors’ reports and other documents mentioned in s. 110 (3). (3) They need not hold a statutory meeting or deliver to the Registrar or forward to their members a statutorv report fs. 113 (10)].

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