THE MEMORANDUM OF ASSOCIATION 15 
The registered office is the place at which documents must 
be served on the company, and they may be so served either 
by leaving them at, or sending them by post to, the registered 
»ffice [s. 370 (1)]. The word ‘document’ includes summons, 
notice, order and other legal process (s. 380). A summons 
in criminal proceedings, as well as writs in civil proceedings, 
must be served at the registered office, as required by the 
section, and not at a branch establishment [Pearks v. Richard- 
son (1902), 1 K.B. 91]. Where a company registered in 
Scotland carries on business in England, the process of any 
court in England may be served on the company by leaving 
t at, or sending it by post to the principal place of business 
of the company in England, addressed to the manager or 
rther head officer in England of the company, but a copy of 
the process must be sent by post to the registered office in 
Scotland [s. 370 (2) (3)]. 
A verbal notice to the company, e.g. of the withdrawal of 
an application for shares, is good [Wilson's case (1869), 
20 L.T. 962]. In the absence of the secretary, such notice 
may be given at the registered office to a clerk in charge, 
and is then a communication to the company [Truman’: 
case (1894), 3 Ch. 272]. 
As regards clause (iii), the objects clause, the objects of the 
company must not include any that offend either against 
particular statutes or against the general law, e.g. a company 
cannot give itself power to purchase its own shares, for by 
so doing it reduces its capital without leave of the Court 
contrary to the provisions of the Act. 
It is now the practice to state very fully and clearly the 
objects of the company. It must be remembered that the 
powers of a company to transact business are limited to the 
objects and purposes specified in the memorandum. Every- 
thing which is at variance with, or goes beyond the scope of, 
the memorandum, is lira vires the company, and absolutely 
void and incapable of ratification, although all the share- 
holders may assent to it [Ashbury Railway Carriage Co. v. 
Riche (1875), L.R. 7 H.L. 653]. It is better therefore to err 
on the side of taking too wide rather than too narrow 
POWeTS. 
General words in the memorandum are held to be auxiliary 
only to the primary objects of the company. It must be 
remembered that the Court will, in interpreting the memo- 
randum, endeavour to find out what is the primary object of 
the company, and will verify its conclusion by reference to the 
prospectus [re German Date Coffee Co. (1882), 20 Ch. D. 169; 
re Amalgamated Syndicate (1897), 2 Ch. 600]. 
Objects.