fullscreen: Secretarial practice

STATUTORY COMPANIES 
303 
of the secretary of a registered company. Thus, if a transfer 
be lodged for registration after the death of the transferor 
and after probate or letters of administration have been 
exhibited, it cannot be acted on, since (as appears below) 
the names of the personal representatives of the deceased 
transferor would already be on the register in their individual 
capacities, and they alone would be entitled to deal with the 
shares. And if the legal personal representatives of a deceased 
proprietor have been duly registered, a transfer by them 
should not be accepted if they are described as executors 
or administrators, although in the case of fully paid shares 
or of stock the fact that they are so described seems 
immaterial. 
It does not appear to be competent for a statutory com- 
pany to make regulations as to such matters as allowing 
more than one account on the same transfer form, or limiting 
the number of holders in a joint account, or permitting 
more than one account in the same name or names, or allowing 
transfers of more than one class of stock on the same deed. 
None the less there seems to be no reason why a statutory 
company should not have its own practice in such respects, 
and adhere to it until forced in individual cases to abandon it, 
There is an important difference in the matter of trans- Trans- 
mission between statutory companies and companies under mission. 
the Companies Acts. By s. 18 of the Companies Clauses 
Consolidation Act it is the duty of a secretary upon proof 
of the transmission of interest of a proprietor, to enter the 
name of his representative on the register. Such repre- 
sentative therefore becomes a shareholder in his personal 
capacity, with all the consequent rights and liabilities. It 
appears that it is not necessary for the secretary to have the 
consent of his board before performing this statutory duty, 
but that he ought to perform it at once. 
There is thus a primd facie right in the company to register 
the representative in his personal capacity, upon the necessary 
formalities being complied with. But if the representative 
does not desire to have the shares registered in his name, 
he ought to be allowed a reasonable time to sell the shares, 
and to produce a purchaser who will take a transfer of them 
[Buchan’s Case (1879), 4 A.C. 549], and it is doubtful 
whether he will be compelled to become personally liable by 
becoming registered without any request express or implied 
by him. 
S. 18 provides for transmission ‘in consequence of the 
death or bankruptcy or insolvency of any shareholder, or 
by any other lawful means than by a transfer according to
	        
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