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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Document type:: Monograph

Structure type:: Chapter

Title:: Chapter V. Capital and shares

Collection:: Economics Books

SECRETARIAL PRACTICE the lapse of a long time may be waived [Home and Foreign Investment Corporation (1902), 1 Ch. 72]. As regards subdivision, this power can only be exercised if the company is so authorised by its articles. The power must be exercised by the company in general meeting [s. 50 (2)] but a special resolution is no longer necessary unless the articles require it. Notice of the subdivision must be given to the Registrar (s. 51). The shares of the company, or any of them, may be subdivided into shares of smaller amount, but the proportion between the amount paid and the amount, if any, unpaid on each subdivided share must be the same as in the case of the original share. But the necessity of preserving, in the undivided shares, the due proportion of unpaid liability existing in the original shares may be avoided on a scheme of arrangement under s. 153 (see Chapter XIX) involving subdivision (Vine v. General Rubber Trust (1913), 108 L.T. 709, Guardian Assurance Co. (1917), 1 Ch. 431], or on a reduction of capital involving subdivision [Doloswella Rubber Estates (1917), 1 Ch. 213], in all of which cases some of the subdivided shares became fully paid, the whole of the previously existing unpaid liability falling on the remaining subdivided shares. Cancellation. The power of cancellation of shares, which can only be exercised if the company is so authorised by its articles and must be exercised by the company in general meeting [s. 50 (2)], applies only to shares which have not been taken or agreed to be taken. It is really a method of reducing the nominal capital without the sanction of the Court; but only unissued shares can be cancelled. Notice of the cancellation must be given to the Registrar (s. 5I). In the case of any of the alterations in the memorandum dealt with above, copies of the memorandum issued after- wards must contain the alteration [s. 24 (1)]. Under the Act of 1908 a reorganisation involving the alteration of the memorandum of association by (a) the consolidation into one class of shares of different classes; or (b) the division of shares of one class into shares of different classes had to be carried out under s. 45 of that Act which contained very stringent provisions as regards majorities at class meetings. Under the new Act all reorganisations which involve an alteration of the memorandum of association will be carried into effect by a scheme of arrangement under s. 153 (see Chapter XIX). : Reduction of capital is effected by the company, provided it is so authorised by its articles, passing a special resolution for the reduction, and then applying to the Court by petition 34 Subdivision.

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